As filed with the Securities and Exchange Commission on May 13, 1999.

                                                    Registration No. 333-_______
--------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933


                             UNITED NATIONAL BANCORP
             (Exact name of registrant as specified in its charter)


                                   New Jersey
         (State or other Jurisdiction of Incorporation or Organization)


          6712                                        22-2894827
(Primary Standard Industrial                (I.R.S. Employer Identification No.)
 Classification Code Number)


                               1130 Route 22 East
                                  P.O. Box 6000
                       Bridgewater, New Jersey 08807-0010
                                  908-429-2200
          (Address,  including zip code,  and telephone  number,  including area
             code, of registrant's principal executive offices)

                   1997 LONG-TERM INCENTIVE STOCK BENEFIT PLAN
                        1993 INCENTIVE STOCK OPTION PLAN
                  1993 STOCK OPTION PLAN FOR OUTSIDE DIRECTORS
       (FORMERLY PLANS OF RARITAN BANCORP INC.) (COLLECTIVELY THE "PLANS")
                            (Full title of the Plan)

        Thomas C. Gregor, Chairman, President and Chief Executive Officer
                             United National Bancorp
                               1130 Route 22 East
                                  P.O. Box 6000
                       Bridgewater, New Jersey 08807-0010
                                  908-429-2200
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

                  Please send copies of all communications to:

                            MICHAEL W. ZELENTY, ESQ.
                          Pitney, Hardin, Kipp & Szuch
                                  P.O. Box 1945
                        Morristown, New Jersey 07962-1945
                                 (973) 966-8125


<PAGE>

<TABLE>
<CAPTION>

                         CALCULATION OF REGISTRATION FEE

------------------------- ---------------------- ----------------------- ---------------------- ----------------------
                                                    Proposed maximum       Proposed maximum
  Title of securities         Amount to be           Offering price       Aggregate offering          Amount of
    to be registered         Registered (1)          per share (3)             Price (3)          Registration fee
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
<S>                         <C>                          <C>                  <C>                      <C>
Common Stock, $1.25 par     46,922 shares (2)            $23.65625            $1,109,999               $309
value
------------------------- ---------------------- ----------------------- ---------------------- ----------------------

</TABLE>

--------------------------

(1) This Registration Statement also covers, in addition to the number of shares
of Common Stock stated  above,  such  indeterminable  number of shares of Common
Stock as may  become  subject  to the  Plans as a  result  of the  anti-dilution
provisions  thereof.  This number was  calculated by  multiplying  the number of
outstanding  Raritan  shares  (29,418) by the agreed upon merger  exchange ratio
(1.595).

(2) Of the 46,922  shares to be  registered  hereby,  21,800  shares are being
registered for issuance under the 1997 Long-Term  Incentive  Stock Benefit Plan,
7,178 shares are being  registered for issuance  under the 1993 Incentive  Stock
Option Plan, and 17,944 shares are being registered for issuance  under the 1993
Stock Option Plan for Outside Directors.

(3)  Estimated  in  accordance  with  Rule  457(h)(1)  solely  for  purposes  of
calculating  the  registration  fee based  upon the  average of the high and low
sales  price of the  Common  Stock  on the  Nasdaq  National  Market  System  on
May 10, 1999 as reported in The Wall Street Journal.

<PAGE>


                                     PART I
             INFORMATION REQUIREMENT IN THE SECTION 10(a) PROSPECTUS

ITEM 1            Plan Information

         Not filed with this Registration Statement.

ITEM 2            Registrant Information and Employee Plan Annual Information

         Not filed with this Registration Statement.


                                     PART II
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3            Documents Incorporated By Reference

      The following  documents filed by United National  Bancorp (the "Company")
with the Securities and Exchange  Commission (the "Commission") are incorporated
by reference in this Registration Statement:

    1.   The Company's  Annual  Report on Form 10-K for the year ended  December
         31, 1998

    2.   Current  Reports on Form 8-K filed with the  Commission  on February 4,
         1999,  April 15, 1999 and April 28, 1999 and Form 8-K/A on February 17,
         1999.

    3.   The  description  of  the  Company's  common  stock  contained  in  the
         Registration  Statement  on Form 8-A filed by the  Company  pursuant to
         Section 12 of the Securities Exchange Act of 1934, and any amendment or
         report filed for the purpose of updating such description.

         In addition,  all  documents  filed by the Company  pursuant to Section
13(a),  13(c), 14 and 15(d) of the Securities Exchange Act of 1934, prior to the
filing of a post-effective amendment which indicates that all securities offered
have been sold or which deregisters all securities then remaining unsold, hereby
are incorporated  herein by reference and shall be deemed a part hereof from the
date of filing of such documents.

ITEM 4            Description of Securities

         Not applicable.

ITEM 5            Interests of Named Experts and Counsel

         Certain  legal  matters  relating to the  issuance of the shares of the
Company's  Common Stock offered hereby have been passed upon by Pitney,  Hardin,
Kipp & Szuch,  counsel  to the  Company.  Attorneys  in the law firm of  Pitney,
Hardin,  Kipp & Szuch beneficially own 4812 shares of the Company's Common Stock
as of May 13, 1999.

         The combined  consolidated  financial  statements  of the Company as of
December  31, 1998 and 1997 and for each of the years in the  three-year  period
ended December 31, 1998, have been  incorporated by reference herein in reliance
upon  the  report  of  KPMG,  LLP,  independent  certified  public  accountants,
incorporated by reference herein, and upon the authority of said form as experts
in accounting and auditing.

ITEM 6            Indemnification of Directors and Officers

                  Indemnification.  The  New  Jersey  Business  Corporation  Act
empowers a corporation  to indemnify a corporate  agent against his expenses and
liabilities  incurred in connection with any proceeding (other than a derivative
lawsuit)  involving the corporate  agent by reason of his being or having been a
corporate  agent  if (a) the  agent  acted  in good  faith  and in a  manner  he
reasonably  believed  to be in or not  opposed  to  the  best  interests  of the
corporation,  and (b) with respect to any  criminal  proceeding,  the  corporate
agent had no reasonable cause to believe his conduct was unlawful.  For purposes
of the Act, the term "corporate  agent" includes any present or former director,
officer,  employee  or  agent of the  corporation,  and a  person  serving  as a
"corporate agent" at the request of the corporation for any other enterprise.

                  With respect to any  derivative  action,  the  corporation  is
empowered  to  indemnify a corporate  agent  against his  expenses  (but not his
liabilities)  incurred in connection with any proceeding involving the corporate
agent by reason of his being or having been a corporate agent if the agent acted
in good faith and in a manner he reasonably  believed to be in or not opposed to
the best  interests  of the  corporation.  However,  only the court in which the
proceeding was brought can empower a corporation to indemnify a corporate  agent
against  expenses  with  respect to any  claim,  issue or matter as to which the
agent was adjudged liable for negligence or misconduct.

                  The  corporation may indemnify a corporate agent in a specific
case if a  determination  is made by any of the  following  that the  applicable
standard of conduct was met: (i) the Board of Directors, or a committee thereof,
acting by a majority  vote of a quorum  consisting of  disinterested  directors;
(ii) by  independent  legal counsel,  if there is not a quorum of  disinterested
directors  or  if  the  disinterested   quorum  empowers  counsel  to  make  the
determination; or (iii) by the shareholders.

                  A corporate agent is entitled to mandatory  indemnification to
the  extent  that the agent is  successful  on the  merits or  otherwise  in any
proceeding,  or in defense of any claim, issue or matter in the proceeding. If a
corporation  fails or  refuses to  indemnify  a  corporate  agent,  whether  the
indemnification  is permissive  or mandatory,  the agent may apply to a court to
grant him the requested indemnification.  In advance of the final disposition of
a proceeding, the corporation may pay an agent's expenses if the agent agrees to
repay  the  expenses  unless  it is  ultimately  determined  he is  entitled  to
indemnification.

                  Exculpation.  Article 4 of the certificate of incorporation of
United National Bancorp provides:

                           1. Elimination of Certain  Liability of Directors.  A
                  director of the Corporation  shall not be personally liable to
                  the Corporation or its  shareholders for damages for breach of
                  any duty owed to the Corporation or its  shareholders,  except
                  for  liability  for any  breach of duty  based  upon an act or
                  omission (a) in breach of such person's duty of loyalty to the
                  Corporation  or its  shareholders,  (b) not in good  faith  or
                  involving  a knowing  violation  of law, or (c)  resulting  in
                  receipt by such person of an improper personal benefit. If the
                  New Jersey Business  Corporation Act is amended after approval
                  by the  shareholders of this provision to authorize  corporate
                  action further  eliminating or limiting the personal liability
                  of  directors or  officers,  then the  liability of a director
                  and/or  officer  of the  Corporation  shall be  eliminated  or
                  limited  to the  fullest  extent  permitted  by the New Jersey
                  Business Corporation Act as so amended.

                           2.  Elimination  of Certain  Liability  of  Officers.
                  Unless   provided   otherwise   by  law,  an  officer  of  the
                  Corporation  shall not be personally liable to the Corporation
                  or its shareholders for damages for breach of any duty owed to
                  the Corporation or its shareholders,  except for liability for
                  any breach of duty based upon an act or omission (a) in breach
                  of such  person's  duty of loyalty to the  Corporation  or its
                  shareholders,  (b) not in good  faith or  involving  a knowing
                  violation of law or (c) resulting in receipt by such person of
                  an improper personal benefit.

                           3. Repeal or Modification of this Article. Any repeal
                  or   modification   of  the   foregoing   paragraphs   by  the
                  shareholders of the Corporation shall not adversely affect any
                  right  or  protection  of a  director  or an  officer  of  the
                  Corporation   existing   at  the  time  of  such   repeal   or
                  modification.

The New Jersey Business Corporation Act, as it affects exculpation, has not been
changed since the adoption of this provision by United National Bancorp in 1987.

ITEM 7            Exemption from Registration Claimed

           Not applicable.

ITEM 8            Exhibits

    5    Opinion  of  Pitney,   Hardin,  Kipp  &  Szuch  regarding  legality  of
         securities

    23.1 Consent of KPMG LLP

    23.2 Consent of  Pitney,  Hardin,  Kipp & Szuch  (contained  in the  opinion
         included as Exhibit 5)

    24   Power of Attorney for Directors and Executive Officers.
<PAGE>


ITEM 9            Undertakings

  1.     The undersigned registrant hereby undertakes:

         (a)     To file,  during any period in which  offers or sales are being
                 made, a post-effective amendment to this registration statement
                 to include any material information with respect to the plan of
                 distribution  not  previously  disclosed  in  the  Registration
                 Statement or any  material  change to such  information  in the
                 Registration Statement;

         (b)     That,  for  purposes 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.

         (c)     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.

    2.   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 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.

    3.   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 the Act
         and will be governed by the final adjudication of such issue.


<PAGE>


                                   SIGNATURES

                  Pursuant to the requirement of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
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 Township of Bridgewater,  State of New Jersey,  on April 28,
1999.


                                   UNITED NATIONAL BANCORP

                                   THOMAS C. GREGOR
                               By: ______________________________
                                   Thomas C. Gregor, Chairman,
                                   President and Chief Executive Officer


<TABLE>
<CAPTION>


                  Signature                                     Title                      Date

<S>                                               <C>                                 <C>       

THOMAS C. GREGOR
----------------------------------                Chairman, President and Chief       April 28, 1999
Thomas C. Gregor                                        Executive Officer

DONALD W. MALWITZ
----------------------------------                 Vice President and Treasurer       April 28, 1999
Donald W. Malwitz                                 (Principal Financial Officer)

A. RICHARD ABRAHAMIAN
----------------------------------                  Senior Vice President and         April 28, 1999
A. Richard Abrahamian                              Chief Accounting Officer of
                                                       United National Bank
                                                  (Principal Accounting Officer)
GEORGE W. BLANK
----------------------------------                            Director                April 28, 1999
George W. Blank

DONALD A. BUCKLEY
----------------------------------                            Director                April 28, 1999
Donald A. Buckley

C. DOUGLAS CHERRY
----------------------------------                            Director                April 28, 1999
C. Douglas Cherry

CHARLES E. HANCE
----------------------------------                            Director                April 28, 1999
Charles E. Hance

WILLIAM T. KELLEHER, JR.
----------------------------------                            Director                April 28, 1999
William T. Kelleher, Jr.

JOHN P. KOPICKI
----------------------------------                            Director                April 28, 1999
John R. Kopicki

ANTONIA S. MAROTTA
----------------------------------                            Director                April 28, 1999
Antonia S. Marotta

JOHN W. McGOWAN III
----------------------------------                            Director                April 28, 1999
John W. McGowan III

PATRICIA A. McKIERNAN
----------------------------------                            Director                April 28, 1999
Patricia A. McKiernan

CHARLES N. POND, JR.
----------------------------------                            Director                April 28, 1999
Charles N. Pond, Jr.

ARLYN D. RUS
----------------------------------                            Director                April 28, 1999
Arlyn D. Rus

PAUL K. ROSS
----------------------------------                            Director                April 28, 1999
Paul K. Ross

DAVID R. WALKER
----------------------------------                            Director                April 28, 1999
David R. Walker

               
----------------------------------                            Director                April __, 1999
Ronald E. West

GEORGE J. WICKARD
----------------------------------                            Director                April 28, 1999
George J. Wickard

</TABLE>

<PAGE>

                                INDEX TO EXHIBITS


Exhibit 5         Opinion Letter of Pitney, Hardin, Kipp & Szuch

Exhibit 23.1      Consent of KPMG LLP

Exhibit 23.2      Consent of Pitney, Hardin, Kipp & Szuch (contained in the
                  opinion included as Exhibit 5)

Exhibit 24        Power of Attorney for Directors and Executive Officers
[{"type": "S-8", "sequence": "1", "description": "REGISTRATION STATEMENT", "secsgml_size_bytes": 20602}]
{"company-data": {"conformed-name": "UNITED NATIONAL BANCORP", "cik": "0000831959", "assigned-sic": "6021", "irs-number": "222894827", "state-of-incorporation": "NJ", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-78377", "film-number": "99619979"}, "business-address": {"street1": "1130 ROUTE 22 EAST", "city": "BRIDGEWATER", "state": "NJ", "zip": "08807", "phone": "9084292200"}, "mail-address": {"street1": "1130 ROUTE 22 EAST", "city": "BRIDGEWATER", "state": "NJ", "zip": "08807"}}
As filed with the Securities and Exchange Commission on May 13, 1999.

                                                    Registration No. 333-_______
--------------------------------------------------------------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                             UNITED NATIONAL BANCORP
             (Exact name of registrant as specified in its charter)

                                   New Jersey
         (State or other Jurisdiction of Incorporation or Organization)

          6712                                        22-2894827
(Primary Standard Industrial                (I.R.S. Employer Identification No.)
 Classification Code Number)

                               1130 Route 22 East
                                  P.O. Box 6000
                       Bridgewater, New Jersey 08807-0010
                                  908-429-2200
          (Address,  including zip code,  and telephone  number,  including area
             code, of registrant's principal executive offices)

                   1997 LONG-TERM INCENTIVE STOCK BENEFIT PLAN
                        1993 INCENTIVE STOCK OPTION PLAN
                  1993 STOCK OPTION PLAN FOR OUTSIDE DIRECTORS
       (FORMERLY PLANS OF RARITAN BANCORP INC.) (COLLECTIVELY THE "PLANS")
                            (Full title of the Plan)

        Thomas C. Gregor, Chairman, President and Chief Executive Officer
                             United National Bancorp
                               1130 Route 22 East
                                  P.O. Box 6000
                       Bridgewater, New Jersey 08807-0010
                                  908-429-2200
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

                  Please send copies of all communications to:

                            MICHAEL W. ZELENTY, ESQ.
                          Pitney, Hardin, Kipp & Szuch
                                  P.O. Box 1945
                        Morristown, New Jersey 07962-1945
                                 (973) 966-8125
CALCULATION OF REGISTRATION FEE

------------------------- ---------------------- ----------------------- ---------------------- ----------------------
                                                    Proposed maximum       Proposed maximum
  Title of securities         Amount to be           Offering price       Aggregate offering          Amount of
    to be registered         Registered (1)          per share (3)             Price (3)          Registration fee
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
Common Stock, $1.25 par     46,922 shares (2)            $23.65625            $1,109,999               $309
value
------------------------- ---------------------- ----------------------- ---------------------- ----------------------
--------------------------

(1) This Registration Statement also covers, in addition to the number of shares
of Common Stock stated  above,  such  indeterminable  number of shares of Common
Stock as may  become  subject  to the  Plans as a  result  of the  anti-dilution
provisions  thereof.  This number was  calculated by  multiplying  the number of
outstanding  Raritan  shares  (29,418) by the agreed upon merger  exchange ratio
(1.595).

(2) Of the 46,922  shares to be  registered  hereby,  21,800  shares are being
registered for issuance under the 1997 Long-Term  Incentive  Stock Benefit Plan,
7,178 shares are being  registered for issuance  under the 1993 Incentive  Stock
Option Plan, and 17,944 shares are being registered for issuance  under the 1993
Stock Option Plan for Outside Directors.

(3)  Estimated  in  accordance  with  Rule  457(h)(1)  solely  for  purposes  of
calculating  the  registration  fee based  upon the  average of the high and low
sales  price of the  Common  Stock  on the  Nasdaq  National  Market  System  on
May 10, 1999 as reported in The Wall Street Journal.
PART I
             INFORMATION REQUIREMENT IN THE SECTION 10(a) PROSPECTUS

ITEM 1            Plan Information

         Not filed with this Registration Statement.

ITEM 2            Registrant Information and Employee Plan Annual Information

         Not filed with this Registration Statement.

                                     PART II
               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3            Documents Incorporated By Reference

      The following  documents filed by United National  Bancorp (the "Company")
with the Securities and Exchange  Commission (the "Commission") are incorporated
by reference in this Registration Statement:

    1.   The Company's  Annual  Report on Form 10-K for the year ended  December
         31, 1998

    2.   Current  Reports on Form 8-K filed with the  Commission  on February 4,
         1999,  April 15, 1999 and April 28, 1999 and Form 8-K/A on February 17,
         1999.

    3.   The  description  of  the  Company's  common  stock  contained  in  the
         Registration  Statement  on Form 8-A filed by the  Company  pursuant to
         Section 12 of the Securities Exchange Act of 1934, and any amendment or
         report filed for the purpose of updating such description.

         In addition,  all  documents  filed by the Company  pursuant to Section
13(a),  13(c), 14 and 15(d) of the Securities Exchange Act of 1934, prior to the
filing of a post-effective amendment which indicates that all securities offered
have been sold or which deregisters all securities then remaining unsold, hereby
are incorporated  herein by reference and shall be deemed a part hereof from the
date of filing of such documents.

ITEM 4            Description of Securities

         Not applicable.

ITEM 5            Interests of Named Experts and Counsel

         Certain  legal  matters  relating to the  issuance of the shares of the
Company's  Common Stock offered hereby have been passed upon by Pitney,  Hardin,
Kipp & Szuch,  counsel  to the  Company.  Attorneys  in the law firm of  Pitney,
Hardin,  Kipp & Szuch beneficially own 4812 shares of the Company's Common Stock
as of May 13, 1999.

         The combined  consolidated  financial  statements  of the Company as of
December  31, 1998 and 1997 and for each of the years in the  three-year  period
ended December 31, 1998, have been  incorporated by reference herein in reliance
upon  the  report  of  KPMG,  LLP,  independent  certified  public  accountants,
incorporated by reference herein, and upon the authority of said form as experts
in accounting and auditing.

ITEM 6            Indemnification of Directors and Officers

                  Indemnification.  The  New  Jersey  Business  Corporation  Act
empowers a corporation  to indemnify a corporate  agent against his expenses and
liabilities  incurred in connection with any proceeding (other than a derivative
lawsuit)  involving the corporate  agent by reason of his being or having been a
corporate  agent  if (a) the  agent  acted  in good  faith  and in a  manner  he
reasonably  believed  to be in or not  opposed  to  the  best  interests  of the
corporation,  and (b) with respect to any  criminal  proceeding,  the  corporate
agent had no reasonable cause to believe his conduct was unlawful.  For purposes
of the Act, the term "corporate  agent" includes any present or former director,
officer,  employee  or  agent of the  corporation,  and a  person  serving  as a
"corporate agent" at the request of the corporation for any other enterprise.

                  With respect to any  derivative  action,  the  corporation  is
empowered  to  indemnify a corporate  agent  against his  expenses  (but not his
liabilities)  incurred in connection with any proceeding involving the corporate
agent by reason of his being or having been a corporate agent if the agent acted
in good faith and in a manner he reasonably  believed to be in or not opposed to
the best  interests  of the  corporation.  However,  only the court in which the
proceeding was brought can empower a corporation to indemnify a corporate  agent
against  expenses  with  respect to any  claim,  issue or matter as to which the
agent was adjudged liable for negligence or misconduct.

                  The  corporation may indemnify a corporate agent in a specific
case if a  determination  is made by any of the  following  that the  applicable
standard of conduct was met: (i) the Board of Directors, or a committee thereof,
acting by a majority  vote of a quorum  consisting of  disinterested  directors;
(ii) by  independent  legal counsel,  if there is not a quorum of  disinterested
directors  or  if  the  disinterested   quorum  empowers  counsel  to  make  the
determination; or (iii) by the shareholders.

                  A corporate agent is entitled to mandatory  indemnification to
the  extent  that the agent is  successful  on the  merits or  otherwise  in any
proceeding,  or in defense of any claim, issue or matter in the proceeding. If a
corporation  fails or  refuses to  indemnify  a  corporate  agent,  whether  the
indemnification  is permissive  or mandatory,  the agent may apply to a court to
grant him the requested indemnification.  In advance of the final disposition of
a proceeding, the corporation may pay an agent's expenses if the agent agrees to
repay  the  expenses  unless  it is  ultimately  determined  he is  entitled  to
indemnification.

                  Exculpation.  Article 4 of the certificate of incorporation of
United National Bancorp provides:

                           1. Elimination of Certain  Liability of Directors.  A
                  director of the Corporation  shall not be personally liable to
                  the Corporation or its  shareholders for damages for breach of
                  any duty owed to the Corporation or its  shareholders,  except
                  for  liability  for any  breach of duty  based  upon an act or
                  omission (a) in breach of such person's duty of loyalty to the
                  Corporation  or its  shareholders,  (b) not in good  faith  or
                  involving  a knowing  violation  of law, or (c)  resulting  in
                  receipt by such person of an improper personal benefit. If the
                  New Jersey Business  Corporation Act is amended after approval
                  by the  shareholders of this provision to authorize  corporate
                  action further  eliminating or limiting the personal liability
                  of  directors or  officers,  then the  liability of a director
                  and/or  officer  of the  Corporation  shall be  eliminated  or
                  limited  to the  fullest  extent  permitted  by the New Jersey
                  Business Corporation Act as so amended.

                           2.  Elimination  of Certain  Liability  of  Officers.
                  Unless   provided   otherwise   by  law,  an  officer  of  the
                  Corporation  shall not be personally liable to the Corporation
                  or its shareholders for damages for breach of any duty owed to
                  the Corporation or its shareholders,  except for liability for
                  any breach of duty based upon an act or omission (a) in breach
                  of such  person's  duty of loyalty to the  Corporation  or its
                  shareholders,  (b) not in good  faith or  involving  a knowing
                  violation of law or (c) resulting in receipt by such person of
                  an improper personal benefit.

                           3. Repeal or Modification of this Article. Any repeal
                  or   modification   of  the   foregoing   paragraphs   by  the
                  shareholders of the Corporation shall not adversely affect any
                  right  or  protection  of a  director  or an  officer  of  the
                  Corporation   existing   at  the  time  of  such   repeal   or
                  modification.

The New Jersey Business Corporation Act, as it affects exculpation, has not been
changed since the adoption of this provision by United National Bancorp in 1987.

ITEM 7            Exemption from Registration Claimed

           Not applicable.

ITEM 8            Exhibits

    5    Opinion  of  Pitney,   Hardin,  Kipp  &  Szuch  regarding  legality  of
         securities

    23.1 Consent of KPMG LLP

    23.2 Consent of  Pitney,  Hardin,  Kipp & Szuch  (contained  in the  opinion
         included as Exhibit 5)

    24   Power of Attorney for Directors and Executive Officers.
ITEM 9            Undertakings

  1.     The undersigned registrant hereby undertakes:

         (a)     To file,  during any period in which  offers or sales are being
                 made, a post-effective amendment to this registration statement
                 to include any material information with respect to the plan of
                 distribution  not  previously  disclosed  in  the  Registration
                 Statement or any  material  change to such  information  in the
                 Registration Statement;

         (b)     That,  for  purposes 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.

         (c)     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.

    2.   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 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.

    3.   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 the Act
         and will be governed by the final adjudication of such issue.
SIGNATURES

                  Pursuant to the requirement of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
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 Township of Bridgewater,  State of New Jersey,  on April 28,
1999.

                                   UNITED NATIONAL BANCORP

                                   THOMAS C. GREGOR
                               By: ______________________________
                                   Thomas C. Gregor, Chairman,
                                   President and Chief Executive Officer
Signature                                     Title                      Date
THOMAS C. GREGOR
----------------------------------                Chairman, President and Chief       April 28, 1999
Thomas C. Gregor                                        Executive Officer

DONALD W. MALWITZ
----------------------------------                 Vice President and Treasurer       April 28, 1999
Donald W. Malwitz                                 (Principal Financial Officer)

A. RICHARD ABRAHAMIAN
----------------------------------                  Senior Vice President and         April 28, 1999
A. Richard Abrahamian                              Chief Accounting Officer of
                                                       United National Bank
                                                  (Principal Accounting Officer)
GEORGE W. BLANK
----------------------------------                            Director                April 28, 1999
George W. Blank

DONALD A. BUCKLEY
----------------------------------                            Director                April 28, 1999
Donald A. Buckley

C. DOUGLAS CHERRY
----------------------------------                            Director                April 28, 1999
C. Douglas Cherry

CHARLES E. HANCE
----------------------------------                            Director                April 28, 1999
Charles E. Hance

WILLIAM T. KELLEHER, JR.
----------------------------------                            Director                April 28, 1999
William T. Kelleher, Jr.

JOHN P. KOPICKI
----------------------------------                            Director                April 28, 1999
John R. Kopicki

ANTONIA S. MAROTTA
----------------------------------                            Director                April 28, 1999
Antonia S. Marotta

JOHN W. McGOWAN III
----------------------------------                            Director                April 28, 1999
John W. McGowan III

PATRICIA A. McKIERNAN
----------------------------------                            Director                April 28, 1999
Patricia A. McKiernan

CHARLES N. POND, JR.
----------------------------------                            Director                April 28, 1999
Charles N. Pond, Jr.

ARLYN D. RUS
----------------------------------                            Director                April 28, 1999
Arlyn D. Rus

PAUL K. ROSS
----------------------------------                            Director                April 28, 1999
Paul K. Ross

DAVID R. WALKER
----------------------------------                            Director                April 28, 1999
David R. Walker

               
----------------------------------                            Director                April __, 1999
Ronald E. West

GEORGE J. WICKARD
----------------------------------                            Director                April 28, 1999
George J. Wickard
INDEX TO EXHIBITS

Exhibit 5         Opinion Letter of Pitney, Hardin, Kipp & Szuch

Exhibit 23.1      Consent of KPMG LLP

Exhibit 23.2      Consent of Pitney, Hardin, Kipp & Szuch (contained in the
                  opinion included as Exhibit 5)

Exhibit 24        Power of Attorney for Directors and Executive Officers