<PAGE>
 
      AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 4, 1994
                                                     Registration No. 33-_______
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549
                            -----------------------

                                    FORM S-8
                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933
                            -----------------------

                        NORTH FORK BANCORPORATION, INC.
             (Exact name of registrant as specified in its charter)

          Delaware                                            36-3154608
  (State or other jurisdiction of                         (I.R.S. Employer
   incorporation or organization)                        Identification No.)

                  9025 ROUTE 25
                MATTITUCK, NEW YORK                         11952
           (Address of Principal Executive Offices)      (Zip Code)

          NORTH FORK BANCORPORATION, INC. 1994 KEY EMPLOYEE STOCK PLAN
                            (Full title of the Plan)

                                JOHN ADAM KANAS
                CHAIRMAN, PRESIDENT AND CHIEF EXECUTIVE OFFICER
                        NORTH FORK BANCORPORATION, INC.
                                 9025 ROUTE 25
                           MATTITUCK, NEW YORK  11952
                    (Name and address of agent for service)

                                 (516) 298-5000
                       (Telephone number, including area
                          code, of agent for service)

                        Copies of all correspondence to:
                            Thomas B. Kinsock, Esq.
                            Gallop, Johnson & Neuman
                            Interco Corporate Tower
                             101 South Hanley Road
                           St. Louis, Missouri  63105
================================================================================

                        CALCULATION OF REGISTRATION FEE
                        -------------------------------

<TABLE>
<CAPTION>
                                    Proposed      Proposed
 Title of                           maximum        maximum
securities            Amount        offering      aggregate    Amount of
  to be                to be         price        offering     registra-
registered         registered(1)  per share(2)      price      tion fee
- -----------------  -------------  ------------  -------------  ---------
<S>                <C>            <C>           <C>            <C>
 
Common Stock          700,000       $14.0625    $9,843,750.00  $3,394.40
$2.50 par value
per share
</TABLE> 
- --------------------------

(1) Represents maximum number of shares available for issuance under the Plan.
(2) Estimated solely for the purpose of calculating the registration fee and
    based upon the average of the high and low prices per share of the
    registrant's Common Stock as reported by the New York Stock Exchange on
    April 28, 1994.
<PAGE>
 
                                    PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

 ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

    The following documents filed by the registrant with the Securities and
 Exchange Commission are incorporated herein by reference:

    (a) The registrant's latest annual report on Form 10-K filed pursuant to
 Section 13(a) or 15(d) under the Securities Exchange Act of 1934, as amended
 (the "Exchange Act");

    (b) All other reports filed by the registrant pursuant to Section 13 or
 15(d) of the Exchange Act since the end of the fiscal year covered by the
 annual report referred to in (a) above; and

    (c) The description of the registrant's common stock which is contained in
 the registration statement filed by the registrant under Section 12 of the
 Exchange Act, including any amendment or report filed for the purpose of
 updating such description.


    All documents subsequently filed by the registrant pursuant to Sections
 13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to the filing of a post-
 effective amendment which indicates that all securities offered hereby have
 been sold or which deregisters all such securities then remaining unsold, shall
 be deemed to be incorporated by reference in this registration statement and to
 be a part hereof from the date of filing of such documents.  Any statement
 contained in a document incorporated by reference herein and filed prior to the
 filing hereof shall be deemed to be modified or superseded for purposes of this
 registration statement to the extent that a statement contained herein modifies
 or supersedes such statement, and any statement contained herein or in any
 other document incorporated by reference herein shall be deemed to be modified
 or superseded for purposes of this registration statement to the extent that a
 statement contained in any other subsequently filed document which also is
 incorporated by reference herein modifies or supersedes such statement.  Any
 such statement so modified or superseded shall not be deemed, except as so
 modified or superseded, to constitute a part of this registration statement.

 ITEM 4.  DESCRIPTION OF SECURITIES

    Not Applicable.

                                      II-1
<PAGE>
 
 ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

    Not Applicable.

 ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

    Section 145 of the General Corporation Law of the State of Delaware permits
 indemnification by a corporation of certain officers, directors, employees and
 agents under certain circumstances.  Article 8 of the registrant's Bylaws
 provides for indemnification of directors, officers, employees and agents of
 the registrant for expenses (including attorney's fees) actually and reasonably
 incurred in connection with the defense or settlement of any threatened,
 pending or completed action or suit if such director, officer, employee or
 agent is successful on the merits or otherwise, or acted in good faith and in a
 manner he reasonably believed to be in, or not opposed to, the best interest of
 the registrant and, with respect to any criminal action or proceeding, had no
 reasonable cause to believe his conduct was unlawful.

    Article 10 of the registrant's Certificate of Incorporation provides that
 directors shall not be liable for monetary damages resulting from a breach of
 their fiduciary duties, except for (i) any breach of the duty of loyalty to the
 Registrant and its stockholders, (ii) acts or omissions involving bad faith,
 intentional misconduct or a knowing violation of law, (iii) as provided under
 Section 174 of the General Corporation Law of the State of Delaware (which
 provides that directors are personally liable for unlawful dividends or
 unlawful stock repurchases or redemptions), or (iv) any transaction from which
 a director personally derived any improper personal benefit.

    The registrant maintains a director and officer liability insurance policy
 providing for the insurance on behalf of any person who is or was a director or
 officer of the registrant and subsidiary companies against any liability
 incurred by him in any such capacity or arising out of his status as such.  The
 insurer's limit of liability under the policy is $7,500,000 in the aggregate
 for all insured losses per year.  The policy contains various reporting
 requirements and exclusions.

    The ability of the registrant or its subsidiary banks to indemnify officers
 and directors against certain liabilities or expenses may be limited by the
 federal banking regulators acting under Section 2523 of the Comprehensive
 Thrift and Bank Fraud Prosecution and Taxpayer Recovery Act of 1990.  The
 Federal Deposit Insurance Corporation proposed regulations in September 1991
 which would prohibit insured banks and their holding companies from
 indemnifying directors and officers against liability and expenses incurred by
 them in connection with regulatory enforcement actions which result in the
 entry of a final order against such

                                      II-2
<PAGE>
 
 individuals.  Advancement of legal expenses in connection with regulatory
 enforcement actions against directors and officers would also be prohibited by
 the regulations, unless certain conditions were met.

 ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED

    Not Applicable.

 ITEM 8.  EXHIBITS

    The following exhibits are filed as part of this registration statement or
 incorporated by reference herein.

 Exhibit
 Number                     Description
 -------                    -----------

 4       North Fork Bancorporation, Inc. 1994 Key Employee Stock Plan.

 5       Opinion of Gallop, Johnson & Neuman.

 23.1    Consent of KPMG Peat Marwick, Certified Public Accountants.

 23.2    Consent of Gallop, Johnson & Neuman (included in Exhibit 5).

 24      Power of Attorney (included on signature page of the registration
         statement).

 ITEM 9.  UNDERTAKINGS


    (a) The undersigned registrant hereby undertakes:

       (1) To file, during any period in which offers or sales are being made, a
 post-effective amendment to this registration statement:

             (i)  To include any prospectus required by Section 10(a)(3) of the
         Securities Act of 1933;

            (ii)  To reflect in the prospectus any facts or events arising after
         the effective date of this registration statement (or the most recent
         post-effective amendment hereof) which, individually or in the
         aggregate, represent a fundamental change in the information set forth
         in this registration statement;

           (iii)  To include any material information with respect to the plan
         of distribution not previously disclosed in this registration statement
         or any material change to such information in this registration
         statement;

                                      II-3
<PAGE>
 
 provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if
 the registration statement is on Form S-3, Form S-8 or Form F-3, and the
 information required to be included in a post-effective amendment by those
 paragraphs is contained in periodic reports filed with or furnished to the
 Commission by the registrant pursuant to Section 13 or 15(d) of the Securities
 Exchange Act of 1934 that are incorporated by reference in the registration
 statement.

       (2) That, for the purpose of determining any liability under the
 Securities Act of 1933, each such post-effective amendment shall be deemed to
 be a new registration statement relating to the securities offered therein, and
 the offering of such securities at that time shall be deemed to be the initial
 bona fide offering thereof.

       (3) To remove from registration by means of a post-effective amendment
 any of the securities being registered which remain unsold at the termination
 of the offering.

    (b) The undersigned registrant hereby undertakes that, for purposes of
 determining any liability under the Securities Act of 1933, each filing of the
 registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
 Securities Exchange Act of 1934 (and, where applicable, each filing of an
 employee benefit plan's annual report pursuant to Section 15(d) of the
 Securities Exchange Act of 1934) that is incorporated by reference in this
 registration statement shall be deemed to be a new registration statement
 relating to the securities offered therein, and the offering of such securities
 at that time shall be deemed to be the initial bona fide offering thereof.

    (c)-(g)  Not Applicable.

    (h) Insofar as indemnification for liabilities arising under the Securities
 Act of 1933 may be permitted to directors, officers and controlling persons of
 the registrant pursuant to the foregoing provisions, or otherwise, the
 registrant has been advised that in the opinion of the Securities and Exchange
 Commission such indemnification is against public policy as expressed in the
 Act and is, therefore, unenforceable.  In the event that a claim for
 indemnification against such liabilities (other than the payment by the
 registrant of expenses incurred or paid by a director, officer or controlling
 person of the registrant in the successful defense of any action, suit or
 proceeding) is asserted by such director, officer or controlling person in
 connection with the securities being registered, the registrant will, unless in
 the opinion of its counsel the matter has been settled by controlling
 precedent, submit to a court of appropriate jurisdiction the question whether
 such indemnification by it is against public policy as expressed in

                                      II-4
<PAGE>
 
 the Act and will be governed by the final adjudication of such issue.

    (i)  Not Applicable.

    (j)  Not Applicable.

                                      II-5
<PAGE>
 
                                   SIGNATURES


    The Registrant.  Pursuant to the requirements of the Securities Act of 1933,
 the registrant certifies that it has reasonable grounds to believe that it
 meets all of the requirements for filing on Form S-8 and has duly caused this
 Registration Statement to be signed on its behalf by the undersigned, thereunto
 duly authorized in the City of Mattituck, State of New York, on April 19, 1994.


                        NORTH FORK BANCORPORATION, INC.



                        By: /s/ John Adam Kanas
                            ---------------------------------------
                            John Adam Kanas
                            Chairman, President and
                            Chief Executive Officer



                               POWER OF ATTORNEY


    We, the undersigned officers and directors of North Fork Bancorporation,
 Inc. hereby severally and individually constitute and appoint John Adam Kanas
 and Daniel M. Healy and each of them, the true and lawful attorneys and agents
 of each of us to execute in the name, place and stead of each of us
 (individually and in any capacity stated below) any and all amendments to this
 Registration Statement on Form S-8 and all instruments necessary or advisable
 in connection therewith and to file the same with the Securities and Exchange
 Commission, each of said attorneys and agents to have the power to act with or
 without the other and to have full power and authority to do and perform in the
 name and on behalf of each of the undersigned every act whatsoever necessary or
 advisable to be done in the premises as fully and to all intents and purposes
 as any of the undersigned might or could do in person, and we hereby ratify and
 confirm our signatures as they may be signed by our said attorneys and agents
 and each of them to any and all such amendments and instruments.

    Pursuant to the requirements of the Securities Act of 1933, this
 registration statement has been signed by the following persons in the
 capacities and on the dates indicated.

                                      II-6
<PAGE>
 
<TABLE>
<CAPTION>
 
         Name                         Title                  Date
         ----                         ------                 ----
<S>                           <C>                       <C>
 
/s/ John Adam Kanas           Chairman, President,
- ----------------------------  Chief Executive                     
John Adam Kanas               Officer and Director      April 19, 1994
        
 
/s/ Daniel M. Healy           Executive Vice
- ----------------------------  President, Chief          April 18, 1994
Daniel M. Healy               Financial Officer
                              (Principal Financial
                              and Accounting Officer)


/s/ Allan C. Dickerson        Director                  April 18, 1994
- ----------------------------                                        
Allan C. Dickerson


/s/ Lloyd A. Gerard           Director                  April 18, 1994
- ----------------------------                                        
Lloyd A. Gerard


/s/ James F. Reeve            Director                  April 18, 1994
- ----------------------------                                        
James F. Reeve


/s/ George H. Rowsom          Director                  April 18, 1994
- ----------------------------                                         
George H. Rowsom


/s/ Raymond W. Terry, Jr.     Director                  April 18, 1994
- ----------------------------                                        
Raymond W. Terry, Jr.


/s/ John Bohlsen              Director                  April 19, 1994
- ----------------------------                                        
John Bohlsen


/s/ Malcolm J. Delaney        Director                  April 18, 1994
- ----------------------------                                        
Malcolm J. Delaney


/s/ James H. Rich, Jr.        Director                  April 18, 1994
- ----------------------------                                        
James H. Rich, Jr.
</TABLE> 

                                      II-7
<PAGE>
 
                                    FORM S-8
                                    --------

                        NORTH FORK BANCORPORATION, INC.


                                 EXHIBIT INDEX
                                 -------------

 Exhibit
 Number                 Description
 ------                 -----------



 4        North Fork Bancorporation, Inc. 1994
            Key Employee Stock Plan


 5        Opinion of Gallop, Johnson & Neuman, L.C.


 23.1     Consent of KPMG Peat Marwick, Certified
            Public Accountants


 23.2     Consent of Gallop, Johnson & Neuman, L.C.
            (included in Exhibit 5)


 24       Power of Attorney (included on signature
            page of the registration statement)

                                      II-8
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 18254}]
{"company-data": {"conformed-name": "NORTH FORK BANCORPORATION INC", "cik": "0000352510", "assigned-sic": "6022", "irs-number": "363154608", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "033-53467", "film-number": "94526004"}, "business-address": {"street1": "9025 MAIN ROAD", "city": "MATTITUCK", "state": "NY", "zip": "11952", "phone": "5162985000"}, "mail-address": {"street1": "9024 MAIN ROAD", "city": "MATTITUCK", "state": "NY", "zip": "11952"}}
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON MAY 4, 1994
                                                     Registration No. 33-_______
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549
                            -----------------------

                                    FORM S-8
                             REGISTRATION STATEMENT
                                     UNDER
                           THE SECURITIES ACT OF 1933
                            -----------------------

                        NORTH FORK BANCORPORATION, INC.
             (Exact name of registrant as specified in its charter)

          Delaware                                            36-3154608
  (State or other jurisdiction of                         (I.R.S. Employer
   incorporation or organization)                        Identification No.)

                  9025 ROUTE 25
                MATTITUCK, NEW YORK                         11952
           (Address of Principal Executive Offices)      (Zip Code)

          NORTH FORK BANCORPORATION, INC. 1994 KEY EMPLOYEE STOCK PLAN
                            (Full title of the Plan)

                                JOHN ADAM KANAS
                CHAIRMAN, PRESIDENT AND CHIEF EXECUTIVE OFFICER
                        NORTH FORK BANCORPORATION, INC.
                                 9025 ROUTE 25
                           MATTITUCK, NEW YORK  11952
                    (Name and address of agent for service)

                                 (516) 298-5000
                       (Telephone number, including area
                          code, of agent for service)

                        Copies of all correspondence to:
                            Thomas B. Kinsock, Esq.
                            Gallop, Johnson & Neuman
                            Interco Corporate Tower
                             101 South Hanley Road
                           St. Louis, Missouri  63105
================================================================================

                        CALCULATION OF REGISTRATION FEE
                        -------------------------------
Proposed      Proposed
 Title of                           maximum        maximum
securities            Amount        offering      aggregate    Amount of
  to be                to be         price        offering     registra-
registered         registered(1)  per share(2)      price      tion fee
- -----------------  -------------  ------------  -------------  ---------
Common Stock          700,000       $14.0625    $9,843,750.00  $3,394.40
$2.50 par value
per share
- --------------------------

(1) Represents maximum number of shares available for issuance under the Plan.
(2) Estimated solely for the purpose of calculating the registration fee and
    based upon the average of the high and low prices per share of the
    registrant's Common Stock as reported by the New York Stock Exchange on
    April 28, 1994.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

 ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

    The following documents filed by the registrant with the Securities and
 Exchange Commission are incorporated herein by reference:

    (a) The registrant's latest annual report on Form 10-K filed pursuant to
 Section 13(a) or 15(d) under the Securities Exchange Act of 1934, as amended
 (the "Exchange Act");

    (b) All other reports filed by the registrant pursuant to Section 13 or
 15(d) of the Exchange Act since the end of the fiscal year covered by the
 annual report referred to in (a) above; and

    (c) The description of the registrant's common stock which is contained in
 the registration statement filed by the registrant under Section 12 of the
 Exchange Act, including any amendment or report filed for the purpose of
 updating such description.

    All documents subsequently filed by the registrant pursuant to Sections
 13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to the filing of a post-
 effective amendment which indicates that all securities offered hereby have
 been sold or which deregisters all such securities then remaining unsold, shall
 be deemed to be incorporated by reference in this registration statement and to
 be a part hereof from the date of filing of such documents.  Any statement
 contained in a document incorporated by reference herein and filed prior to the
 filing hereof shall be deemed to be modified or superseded for purposes of this
 registration statement to the extent that a statement contained herein modifies
 or supersedes such statement, and any statement contained herein or in any
 other document incorporated by reference herein shall be deemed to be modified
 or superseded for purposes of this registration statement to the extent that a
 statement contained in any other subsequently filed document which also is
 incorporated by reference herein modifies or supersedes such statement.  Any
 such statement so modified or superseded shall not be deemed, except as so
 modified or superseded, to constitute a part of this registration statement.

 ITEM 4.  DESCRIPTION OF SECURITIES

    Not Applicable.

                                      II-1
ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL

    Not Applicable.

 ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS

    Section 145 of the General Corporation Law of the State of Delaware permits
 indemnification by a corporation of certain officers, directors, employees and
 agents under certain circumstances.  Article 8 of the registrant's Bylaws
 provides for indemnification of directors, officers, employees and agents of
 the registrant for expenses (including attorney's fees) actually and reasonably
 incurred in connection with the defense or settlement of any threatened,
 pending or completed action or suit if such director, officer, employee or
 agent is successful on the merits or otherwise, or acted in good faith and in a
 manner he reasonably believed to be in, or not opposed to, the best interest of
 the registrant and, with respect to any criminal action or proceeding, had no
 reasonable cause to believe his conduct was unlawful.

    Article 10 of the registrant's Certificate of Incorporation provides that
 directors shall not be liable for monetary damages resulting from a breach of
 their fiduciary duties, except for (i) any breach of the duty of loyalty to the
 Registrant and its stockholders, (ii) acts or omissions involving bad faith,
 intentional misconduct or a knowing violation of law, (iii) as provided under
 Section 174 of the General Corporation Law of the State of Delaware (which
 provides that directors are personally liable for unlawful dividends or
 unlawful stock repurchases or redemptions), or (iv) any transaction from which
 a director personally derived any improper personal benefit.

    The registrant maintains a director and officer liability insurance policy
 providing for the insurance on behalf of any person who is or was a director or
 officer of the registrant and subsidiary companies against any liability
 incurred by him in any such capacity or arising out of his status as such.  The
 insurer's limit of liability under the policy is $7,500,000 in the aggregate
 for all insured losses per year.  The policy contains various reporting
 requirements and exclusions.

    The ability of the registrant or its subsidiary banks to indemnify officers
 and directors against certain liabilities or expenses may be limited by the
 federal banking regulators acting under Section 2523 of the Comprehensive
 Thrift and Bank Fraud Prosecution and Taxpayer Recovery Act of 1990.  The
 Federal Deposit Insurance Corporation proposed regulations in September 1991
 which would prohibit insured banks and their holding companies from
 indemnifying directors and officers against liability and expenses incurred by
 them in connection with regulatory enforcement actions which result in the
 entry of a final order against such

                                      II-2
individuals.  Advancement of legal expenses in connection with regulatory
 enforcement actions against directors and officers would also be prohibited by
 the regulations, unless certain conditions were met.

 ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED

    Not Applicable.

 ITEM 8.  EXHIBITS

    The following exhibits are filed as part of this registration statement or
 incorporated by reference herein.

 Exhibit
 Number                     Description
 -------                    -----------

 4       North Fork Bancorporation, Inc. 1994 Key Employee Stock Plan.

 5       Opinion of Gallop, Johnson & Neuman.

 23.1    Consent of KPMG Peat Marwick, Certified Public Accountants.

 23.2    Consent of Gallop, Johnson & Neuman (included in Exhibit 5).

 24      Power of Attorney (included on signature page of the registration
         statement).

 ITEM 9.  UNDERTAKINGS

    (a) The undersigned registrant hereby undertakes:

       (1) To file, during any period in which offers or sales are being made, a
 post-effective amendment to this registration statement:

             (i)  To include any prospectus required by Section 10(a)(3) of the
         Securities Act of 1933;

            (ii)  To reflect in the prospectus any facts or events arising after
         the effective date of this registration statement (or the most recent
         post-effective amendment hereof) which, individually or in the
         aggregate, represent a fundamental change in the information set forth
         in this registration statement;

           (iii)  To include any material information with respect to the plan
         of distribution not previously disclosed in this registration statement
         or any material change to such information in this registration
         statement;

                                      II-3
provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if
 the registration statement is on Form S-3, Form S-8 or Form F-3, and the
 information required to be included in a post-effective amendment by those
 paragraphs is contained in periodic reports filed with or furnished to the
 Commission by the registrant pursuant to Section 13 or 15(d) of the Securities
 Exchange Act of 1934 that are incorporated by reference in the registration
 statement.

       (2) That, for the purpose of determining any liability under the
 Securities Act of 1933, each such post-effective amendment shall be deemed to
 be a new registration statement relating to the securities offered therein, and
 the offering of such securities at that time shall be deemed to be the initial
 bona fide offering thereof.

       (3) To remove from registration by means of a post-effective amendment
 any of the securities being registered which remain unsold at the termination
 of the offering.

    (b) The undersigned registrant hereby undertakes that, for purposes of
 determining any liability under the Securities Act of 1933, each filing of the
 registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
 Securities Exchange Act of 1934 (and, where applicable, each filing of an
 employee benefit plan's annual report pursuant to Section 15(d) of the
 Securities Exchange Act of 1934) that is incorporated by reference in this
 registration statement shall be deemed to be a new registration statement
 relating to the securities offered therein, and the offering of such securities
 at that time shall be deemed to be the initial bona fide offering thereof.

    (c)-(g)  Not Applicable.

    (h) Insofar as indemnification for liabilities arising under the Securities
 Act of 1933 may be permitted to directors, officers and controlling persons of
 the registrant pursuant to the foregoing provisions, or otherwise, the
 registrant has been advised that in the opinion of the Securities and Exchange
 Commission such indemnification is against public policy as expressed in the
 Act and is, therefore, unenforceable.  In the event that a claim for
 indemnification against such liabilities (other than the payment by the
 registrant of expenses incurred or paid by a director, officer or controlling
 person of the registrant in the successful defense of any action, suit or
 proceeding) is asserted by such director, officer or controlling person in
 connection with the securities being registered, the registrant will, unless in
 the opinion of its counsel the matter has been settled by controlling
 precedent, submit to a court of appropriate jurisdiction the question whether
 such indemnification by it is against public policy as expressed in

                                      II-4
the Act and will be governed by the final adjudication of such issue.

    (i)  Not Applicable.

    (j)  Not Applicable.

                                      II-5
SIGNATURES

    The Registrant.  Pursuant to the requirements of the Securities Act of 1933,
 the registrant certifies that it has reasonable grounds to believe that it
 meets all of the requirements for filing on Form S-8 and has duly caused this
 Registration Statement to be signed on its behalf by the undersigned, thereunto
 duly authorized in the City of Mattituck, State of New York, on April 19, 1994.

                        NORTH FORK BANCORPORATION, INC.

                        By: /s/ John Adam Kanas
                            ---------------------------------------
                            John Adam Kanas
                            Chairman, President and
                            Chief Executive Officer

                               POWER OF ATTORNEY

    We, the undersigned officers and directors of North Fork Bancorporation,
 Inc. hereby severally and individually constitute and appoint John Adam Kanas
 and Daniel M. Healy and each of them, the true and lawful attorneys and agents
 of each of us to execute in the name, place and stead of each of us
 (individually and in any capacity stated below) any and all amendments to this
 Registration Statement on Form S-8 and all instruments necessary or advisable
 in connection therewith and to file the same with the Securities and Exchange
 Commission, each of said attorneys and agents to have the power to act with or
 without the other and to have full power and authority to do and perform in the
 name and on behalf of each of the undersigned every act whatsoever necessary or
 advisable to be done in the premises as fully and to all intents and purposes
 as any of the undersigned might or could do in person, and we hereby ratify and
 confirm our signatures as they may be signed by our said attorneys and agents
 and each of them to any and all such amendments and instruments.

    Pursuant to the requirements of the Securities Act of 1933, this
 registration statement has been signed by the following persons in the
 capacities and on the dates indicated.

                                      II-6
Name                         Title                  Date
         ----                         ------                 ----
/s/ John Adam Kanas           Chairman, President,
- ----------------------------  Chief Executive                     
John Adam Kanas               Officer and Director      April 19, 1994
        
 
/s/ Daniel M. Healy           Executive Vice
- ----------------------------  President, Chief          April 18, 1994
Daniel M. Healy               Financial Officer
                              (Principal Financial
                              and Accounting Officer)

/s/ Allan C. Dickerson        Director                  April 18, 1994
- ----------------------------                                        
Allan C. Dickerson

/s/ Lloyd A. Gerard           Director                  April 18, 1994
- ----------------------------                                        
Lloyd A. Gerard

/s/ James F. Reeve            Director                  April 18, 1994
- ----------------------------                                        
James F. Reeve

/s/ George H. Rowsom          Director                  April 18, 1994
- ----------------------------                                         
George H. Rowsom

/s/ Raymond W. Terry, Jr.     Director                  April 18, 1994
- ----------------------------                                        
Raymond W. Terry, Jr.

/s/ John Bohlsen              Director                  April 19, 1994
- ----------------------------                                        
John Bohlsen

/s/ Malcolm J. Delaney        Director                  April 18, 1994
- ----------------------------                                        
Malcolm J. Delaney

/s/ James H. Rich, Jr.        Director                  April 18, 1994
- ----------------------------                                        
James H. Rich, Jr.
II-7
FORM S-8
                                    --------

                        NORTH FORK BANCORPORATION, INC.

                                 EXHIBIT INDEX
                                 -------------

 Exhibit
 Number                 Description
 ------                 -----------

 4        North Fork Bancorporation, Inc. 1994
            Key Employee Stock Plan

 5        Opinion of Gallop, Johnson & Neuman, L.C.

 23.1     Consent of KPMG Peat Marwick, Certified
            Public Accountants

 23.2     Consent of Gallop, Johnson & Neuman, L.C.
            (included in Exhibit 5)

 24       Power of Attorney (included on signature
            page of the registration statement)

                                      II-8