================================================================================


             AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION
                              ON DECEMBER 30, 1997
                          REGISTRATION NO. 33-________

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                               1ST BERGEN BANCORP
             -----------------------------------------------------
             (Exact name of registrant as specified in its charter)

          NEW JERSEY                                         22-3409485
 ------------------------------                           ------------------
(State or other jurisdiction of                           (I.R.S. Employer
incorporation or organization)                           Identification No.)

250 VALLEY BOULEVARD, WOOD-RIDGE, NEW JERSEY                   07075
--------------------------------------------                ----------
  (Address of principal executive offices)                  (Zip code)

                          SOUTH BERGEN SAVINGS BANK
                       401(k) PROFIT SHARING PLAN & TRUST
                       ----------------------------------
                            (Full title of the plan)

                               WILLIAM M. BRICKMAN
                                    PRESIDENT
                               1ST BERGEN BANCORP
                              250 VALLEY BOULEVARD
                          WOOD-RIDGE, NEW JERSEY 07075
                          ----------------------------
                     (Name and address of agent for service)

                                  201 939-3400
           -----------------------------------------------------------
         (Telephone number, including area code, of agent for service)


                       CALCULATION OF REGISTRATION FEE

--------------------------------------------------------------------------------
Title of                       
Securities to                 Proposed Maximum   Proposed Maximum    Amount of 
be             Amount to be   Offering Price    Aggregate Offering  Registration
Registered(1)  Registered      Per Share(2)        Price(2)             Fee     
================================================================================
Common Stock,  
no par value
per share       50,000            $19.00           $950,000            $280
===============================================================================

(1)   In addition, pursuant to Rule 416(c) under the Securities Act of 1933, as
      amended (the "Securities Act"), this registration statement also covers an
      indeterminate amount of interest to be offered or sold pursuant to the
      employee benefit plan described herein.

(2)   Pursuant to paragraphs (c) and (h) of Rule 457 under the Securities Act,
      based on the average of the high and low prices reported by the National
      Association of Securities Dealers, Inc. Automated Quotation system on
      December 19, 1997, and estimated solely for the purpose of calculating the
      registration fee.

================================================================================
<PAGE>


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following documents filed with the SEC are hereby incorporated by
reference into this Registration Statement:

(a)  the Registrant's Annual Report on Form 10-K for the fiscal year ended
     September 30, 1996;

(b)  the Registrant's Transitional Report on Form 10-Q for the quarter ended
     December 31, 1996;

(c)  the Registrant's Quarterly Report on Form 10-Q for the quarter ended March
     31, 1997;

(d)  the Registrant's Quarterly Report on Form 10-Q for the quarter ended June
     30, 1997;

(e)  the Registrant's Quarterly Report on Form 10-Q for the quarter ended
     September 30, 1997;

(f)  the Registrant's Current Reports on Form 8-K as filed with the Securities
     and Exchange Commission on February 12, 1997, April 9, 1997, April 30,
     1997, May 5, 1997, August 4, 1997 and November 19, 1997; and

(g)  The Annual Report or Form 11 of the Plan for the Fiscal Year ended December
     30, 1996; and

(h)  the description of the Registrant's Common Stock, no par value per share,
     contained in the Registrant's Registration Statement on Form 8-A, as filed
     with the Securities and Exchange Commission on February 2, 1996, to
     register the Common Stock under Section 12(g) of the Securities Exchange
     Act of 1934, as amended (the "Exchange Act").

     In addition, all documents subsequently filed by the Registrant with the
SEC pursuant to Sections 12, 13(a), 13(c), 14 and 15(d) of the Exchange Act
after the effective date of this Registration Statement, but prior to the filing
of a post-effective amendment which indicates that all securities offered hereby
have been sold or which deregisters all securities then remaining unsold, shall
be deemed to be incorporated by reference in this Registration Statement and to
be part hereof from the

                                      -2-

<PAGE>


respective date of filing of such documents.

     Any statement contained in a document incorporated or deemed to be
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 herein or in any other subsequently filed document which also is
incorporated or is deemed to be incorporated by reference herein modified or
superseded 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.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.

      Not applicable.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     The objective of the following indemnification provision is to assure that
indemnification can be invoked by the Registrant for its directors, officers,
employees and agents and former officers, directors, employees and agents who
incur expenses in proving their honesty and integrity, provided they meet
minimum qualifications touching upon the concept of wrongdoing.

     In accordance with the New Jersey Business Corporation Act (being Title 14A
of the New Jersey Statutes), Article XI of the Registrant's Certificate of
Incorporation provides as follows:

                                   ARTICLE XI
                                 INDEMNIFICATION

     The Corporation shall indemnify its officers, directors, employees and
agents and former officers, directors, employees and agents, and any other
persons serving at the request of the Corporation as an officer, director,
employee or agent of another corporation, association, partnership, joint
venture, trust, or other enterprise, against expenses (including attorneys'
fees, judgments, fines and amounts paid in settlement) incurred in connection
with any pending or threatened action, suit, or proceeding, whether civil,
criminal, administrative or investigative, with respect to which such officer,
director, employee,

                                      -3-

<PAGE>

agent or other person is a party, or is threatened to be made a party, to the
full extent permitted by the New Jersey Business Corporation Act. The
indemnification provided herein (i) shall not be deemed exclusive of any other
right to which any person seeking indemnification may be entitled under any
by-law, agreement, or vote of shareholders or disinterested directors or
otherwise, both as to action in his or her official capacity and as to action in
any other capacity, and (ii) shall inure to the benefit of the heirs, executors,
and the administrators of any such person. The Corporation shall have the power,
but shall not be obligated, to purchase and maintain insurance on behalf of any
person or persons enumerated above against any liability asserted against or
incurred by them or any of them arising out of their status as corporate
directors, officers, employees, or agents whether or not the Corporation would
have the power to indemnify them against such liability under the provisions of
this article.

     The Corporation shall, from time to time, reimburse or advance to any
person referred to in this article the funds necessary for payment of expenses,
including attorneys' fees, incurred in connection with any action, suit or
proceeding referred to in this article, upon receipt of a written undertaking by
or on behalf of such person to repay such amount(s) if a judgment or other final
adjudication adverse to the director or officer establishes that the director's
or officer's acts or omissions (i) constitute a breach of the director's or
officer's duty of loyalty to the corporation or its shareholders, (ii) were not
in good faith, (iii) involved a knowing violation of law, (iv) resulted in the
director or officer receiving an improper personal benefit, or (v) were
otherwise of such a character that New Jersey law would require that such
amount(s) be repaid.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.

      Not applicable.

ITEM 8. EXHIBITS.

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

       5(a)             Opinion of McCarter & English

       5(b)             IRS Determination Letter re: qualification of the Plan
                        under Section 401 of the Internal Revenue Code of 1986,
                        as amended

      23(a)             Consent of KPMG Peat Marwick LLP


                                      -4-

<PAGE>


      23(b)             Consent of McCarter & English (included in the opinion
                        filed as Exhibit 5(a) hereto)

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 the registration statement (or the most
          recent post-effective amendment thereof) which, individually or in the
          aggregate, represent a fundamental change in the information set forth
          in the registration statement. Notwithstanding the foregoing, any
          increase or decrease in volume of securities offered (if the total
          dollar value of securities offered would not exceed that which was
          registered) and any deviation from the low or high end of the
          estimated maximum offering range may be reflected in the form of
          prospectus filed with the Commission pursuant to Rule 424(b) if, in
          the aggregate, the changes in volume and price represent no more than
          a 20% change in the maximum aggregate offering price set forth in the
          "Calculation of Registration Fee" table in the effective registration
          statement.

               (iii) 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;

          (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; and

          (3) To remove from registration by means of 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

                                      -5-

<PAGE>

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
Exchange Act (and each filing of the Plan's annual report pursuant to Section
15(d) of the Exchange Act) that is incorporated by reference in the Registration
Statement shall be deemed to be a new Registration Statement relating to the
securities offered therein, and the offering of such securities at the time
shall be deemed to be the initial bona fide offering thereof.

     (c) 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.


                                      -6-
<PAGE>

                                   SIGNATURES

     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 of Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the Borough of Wood-Ridge, State of New Jersey on December 15,
1997.

                                    1ST BERGEN BANCORP


                                    By: /s/ WILLIAM M. BRICKMAN
                                        ---------------------------------
                                            William M. Brickman,
                                            President and Chief Executive
                                            Officer

     Pursuant to the requirements of the Securities Act of 1933, the Registrant
has duly caused this Amendment to its Registration Statement to be signed by the
following persons in the capacities and on the dates indicated.

           Name                      Title                         Date
           ----                      -----                         ----

/s/ WILLIAM M. BRICKMAN      President and Chief             December 15, 1997
------------------------     Executive Officer
William M. Brickman          


/s/ ALBERT E. GOSSWEILER     Executive Vice President and    December 15, 1997
------------------------     Chief Financial Officer
Albert E. Gossweiler


/s/ JAMES W. MASON           Chairman and Director           December 15, 1997
------------------------
James W. Mason


/s/ BERNARD LEUNG, M.D.      Director                        December 15, 1997
------------------------
Bernard Leung, M.D.


/s/ ROBERT C. MILLER         Director                        December 15, 1997
------------------------
Robert C. Miller

                                      -7-
<PAGE>


/s/ KATHLEEN FISHER          Director                        December 15, 1997
------------------------
Kathleen Fisher


/s/ ROBERT O'NEILL           Director                        December 15, 1997
------------------------
Robert O'Neill


/s/ RICHARD MASCH            Director                        December 15, 1997
------------------------
Richard Masch

     Pursuant to the requirements of the Securities Act of 1933, the Trustees
(or other persons who administer the Plan) have duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the Borough of Wood-Ridge, State of New Jersey on December 15,
1997.

                                                /s/ WILLIAM M. BRICKMAN
                                                -------------------------
                                                William M. Brickman
                                                Trustee


                                                /s/ ALBERT E. GOSSWEILER
                                                -------------------------
                                                Albert E. Gossweiler
                                                Trustee


                                                /s/ ROBERT C. MILLER
                                                -------------------------
                                                Robert C. Miller
                                                Trustee



                                      -8-


<PAGE>



               EXHIBIT INDEX TO REGISTRATION STATEMENT ON FORM S-8
               ---------------------------------------------------
                                       OF
                                       --

                               1ST BERGEN BANCORP
                               ------------------


Exhibit No.             Name of Document                                   Page
-----------             ----------------                                   ----

   5(a)     Opinion of McCarter & English

   5(b)     IRS Determination Letter or qualification of the Plan under
            Section 401 of the Internal Revenue Code of 1986, as amended

   23(a)    Consent of KPMG Peat Marwick LLP

   23(c)    Consent of McCarter & English (included in
            the opinion filed as Exhibit 5(a) hereto)
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 18430}]
{"company-data": {"conformed-name": "1ST BERGEN BANCORP", "cik": "0001005016", "assigned-sic": "6035", "irs-number": "223409845", "state-of-incorporation": "NJ", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-43459", "film-number": "97746747"}, "business-address": {"street1": "250 VALLEY BLVD", "city": "WOOD RIDGE", "state": "NJ", "zip": "07075", "phone": "2019393400"}, "mail-address": {"street1": "250 VALLEY BOULEVARD", "city": "WOOD RIDGE", "state": "NJ", "zip": "07075"}}
================================================================================

             AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION
                              ON DECEMBER 30, 1997
                          REGISTRATION NO. 33-________

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                               1ST BERGEN BANCORP
             -----------------------------------------------------
             (Exact name of registrant as specified in its charter)

          NEW JERSEY                                         22-3409485
 ------------------------------                           ------------------
(State or other jurisdiction of                           (I.R.S. Employer
incorporation or organization)                           Identification No.)

250 VALLEY BOULEVARD, WOOD-RIDGE, NEW JERSEY                   07075
--------------------------------------------                ----------
  (Address of principal executive offices)                  (Zip code)

                          SOUTH BERGEN SAVINGS BANK
                       401(k) PROFIT SHARING PLAN & TRUST
                       ----------------------------------
                            (Full title of the plan)

                               WILLIAM M. BRICKMAN
                                    PRESIDENT
                               1ST BERGEN BANCORP
                              250 VALLEY BOULEVARD
                          WOOD-RIDGE, NEW JERSEY 07075
                          ----------------------------
                     (Name and address of agent for service)

                                  201 939-3400
           -----------------------------------------------------------
         (Telephone number, including area code, of agent for service)

                       CALCULATION OF REGISTRATION FEE

--------------------------------------------------------------------------------
Title of                       
Securities to                 Proposed Maximum   Proposed Maximum    Amount of 
be             Amount to be   Offering Price    Aggregate Offering  Registration
Registered(1)  Registered      Per Share(2)        Price(2)             Fee     
================================================================================
Common Stock,  
no par value
per share       50,000            $19.00           $950,000            $280
===============================================================================

(1)   In addition, pursuant to Rule 416(c) under the Securities Act of 1933, as
      amended (the "Securities Act"), this registration statement also covers an
      indeterminate amount of interest to be offered or sold pursuant to the
      employee benefit plan described herein.

(2)   Pursuant to paragraphs (c) and (h) of Rule 457 under the Securities Act,
      based on the average of the high and low prices reported by the National
      Association of Securities Dealers, Inc. Automated Quotation system on
      December 19, 1997, and estimated solely for the purpose of calculating the
      registration fee.

================================================================================
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3. INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following documents filed with the SEC are hereby incorporated by
reference into this Registration Statement:

(a)  the Registrant's Annual Report on Form 10-K for the fiscal year ended
     September 30, 1996;

(b)  the Registrant's Transitional Report on Form 10-Q for the quarter ended
     December 31, 1996;

(c)  the Registrant's Quarterly Report on Form 10-Q for the quarter ended March
     31, 1997;

(d)  the Registrant's Quarterly Report on Form 10-Q for the quarter ended June
     30, 1997;

(e)  the Registrant's Quarterly Report on Form 10-Q for the quarter ended
     September 30, 1997;

(f)  the Registrant's Current Reports on Form 8-K as filed with the Securities
     and Exchange Commission on February 12, 1997, April 9, 1997, April 30,
     1997, May 5, 1997, August 4, 1997 and November 19, 1997; and

(g)  The Annual Report or Form 11 of the Plan for the Fiscal Year ended December
     30, 1996; and

(h)  the description of the Registrant's Common Stock, no par value per share,
     contained in the Registrant's Registration Statement on Form 8-A, as filed
     with the Securities and Exchange Commission on February 2, 1996, to
     register the Common Stock under Section 12(g) of the Securities Exchange
     Act of 1934, as amended (the "Exchange Act").

     In addition, all documents subsequently filed by the Registrant with the
SEC pursuant to Sections 12, 13(a), 13(c), 14 and 15(d) of the Exchange Act
after the effective date of this Registration Statement, but prior to the filing
of a post-effective amendment which indicates that all securities offered hereby
have been sold or which deregisters all securities then remaining unsold, shall
be deemed to be incorporated by reference in this Registration Statement and to
be part hereof from the

                                      -2-
respective date of filing of such documents.

     Any statement contained in a document incorporated or deemed to be
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 herein or in any other subsequently filed document which also is
incorporated or is deemed to be incorporated by reference herein modified or
superseded 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.

ITEM 5. INTERESTS OF NAMED EXPERTS AND COUNSEL.

      Not applicable.

ITEM 6. INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     The objective of the following indemnification provision is to assure that
indemnification can be invoked by the Registrant for its directors, officers,
employees and agents and former officers, directors, employees and agents who
incur expenses in proving their honesty and integrity, provided they meet
minimum qualifications touching upon the concept of wrongdoing.

     In accordance with the New Jersey Business Corporation Act (being Title 14A
of the New Jersey Statutes), Article XI of the Registrant's Certificate of
Incorporation provides as follows:

                                   ARTICLE XI
                                 INDEMNIFICATION

     The Corporation shall indemnify its officers, directors, employees and
agents and former officers, directors, employees and agents, and any other
persons serving at the request of the Corporation as an officer, director,
employee or agent of another corporation, association, partnership, joint
venture, trust, or other enterprise, against expenses (including attorneys'
fees, judgments, fines and amounts paid in settlement) incurred in connection
with any pending or threatened action, suit, or proceeding, whether civil,
criminal, administrative or investigative, with respect to which such officer,
director, employee,

                                      -3-
agent or other person is a party, or is threatened to be made a party, to the
full extent permitted by the New Jersey Business Corporation Act. The
indemnification provided herein (i) shall not be deemed exclusive of any other
right to which any person seeking indemnification may be entitled under any
by-law, agreement, or vote of shareholders or disinterested directors or
otherwise, both as to action in his or her official capacity and as to action in
any other capacity, and (ii) shall inure to the benefit of the heirs, executors,
and the administrators of any such person. The Corporation shall have the power,
but shall not be obligated, to purchase and maintain insurance on behalf of any
person or persons enumerated above against any liability asserted against or
incurred by them or any of them arising out of their status as corporate
directors, officers, employees, or agents whether or not the Corporation would
have the power to indemnify them against such liability under the provisions of
this article.

     The Corporation shall, from time to time, reimburse or advance to any
person referred to in this article the funds necessary for payment of expenses,
including attorneys' fees, incurred in connection with any action, suit or
proceeding referred to in this article, upon receipt of a written undertaking by
or on behalf of such person to repay such amount(s) if a judgment or other final
adjudication adverse to the director or officer establishes that the director's
or officer's acts or omissions (i) constitute a breach of the director's or
officer's duty of loyalty to the corporation or its shareholders, (ii) were not
in good faith, (iii) involved a knowing violation of law, (iv) resulted in the
director or officer receiving an improper personal benefit, or (v) were
otherwise of such a character that New Jersey law would require that such
amount(s) be repaid.

ITEM 7. EXEMPTION FROM REGISTRATION CLAIMED.

      Not applicable.

ITEM 8. EXHIBITS.

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

       5(a)             Opinion of McCarter & English

       5(b)             IRS Determination Letter re: qualification of the Plan
                        under Section 401 of the Internal Revenue Code of 1986,
                        as amended

      23(a)             Consent of KPMG Peat Marwick LLP

                                      -4-
23(b)             Consent of McCarter & English (included in the opinion
                        filed as Exhibit 5(a) hereto)

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 the registration statement (or the most
          recent post-effective amendment thereof) which, individually or in the
          aggregate, represent a fundamental change in the information set forth
          in the registration statement. Notwithstanding the foregoing, any
          increase or decrease in volume of securities offered (if the total
          dollar value of securities offered would not exceed that which was
          registered) and any deviation from the low or high end of the
          estimated maximum offering range may be reflected in the form of
          prospectus filed with the Commission pursuant to Rule 424(b) if, in
          the aggregate, the changes in volume and price represent no more than
          a 20% change in the maximum aggregate offering price set forth in the
          "Calculation of Registration Fee" table in the effective registration
          statement.

               (iii) 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;

          (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; and

          (3) To remove from registration by means of 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

                                      -5-
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
Exchange Act (and each filing of the Plan's annual report pursuant to Section
15(d) of the Exchange Act) that is incorporated by reference in the Registration
Statement shall be deemed to be a new Registration Statement relating to the
securities offered therein, and the offering of such securities at the time
shall be deemed to be the initial bona fide offering thereof.

     (c) 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.

                                      -6-
SIGNATURES

     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 of Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the Borough of Wood-Ridge, State of New Jersey on December 15,
1997.

                                    1ST BERGEN BANCORP

                                    By: /s/ WILLIAM M. BRICKMAN
                                        ---------------------------------
                                            William M. Brickman,
                                            President and Chief Executive
                                            Officer

     Pursuant to the requirements of the Securities Act of 1933, the Registrant
has duly caused this Amendment to its Registration Statement to be signed by the
following persons in the capacities and on the dates indicated.

           Name                      Title                         Date
           ----                      -----                         ----

/s/ WILLIAM M. BRICKMAN      President and Chief             December 15, 1997
------------------------     Executive Officer
William M. Brickman          

/s/ ALBERT E. GOSSWEILER     Executive Vice President and    December 15, 1997
------------------------     Chief Financial Officer
Albert E. Gossweiler

/s/ JAMES W. MASON           Chairman and Director           December 15, 1997
------------------------
James W. Mason

/s/ BERNARD LEUNG, M.D.      Director                        December 15, 1997
------------------------
Bernard Leung, M.D.

/s/ ROBERT C. MILLER         Director                        December 15, 1997
------------------------
Robert C. Miller

                                      -7-
/s/ KATHLEEN FISHER          Director                        December 15, 1997
------------------------
Kathleen Fisher

/s/ ROBERT O'NEILL           Director                        December 15, 1997
------------------------
Robert O'Neill

/s/ RICHARD MASCH            Director                        December 15, 1997
------------------------
Richard Masch

     Pursuant to the requirements of the Securities Act of 1933, the Trustees
(or other persons who administer the Plan) have duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the Borough of Wood-Ridge, State of New Jersey on December 15,
1997.

                                                /s/ WILLIAM M. BRICKMAN
                                                -------------------------
                                                William M. Brickman
                                                Trustee

                                                /s/ ALBERT E. GOSSWEILER
                                                -------------------------
                                                Albert E. Gossweiler
                                                Trustee

                                                /s/ ROBERT C. MILLER
                                                -------------------------
                                                Robert C. Miller
                                                Trustee

                                      -8-
EXHIBIT INDEX TO REGISTRATION STATEMENT ON FORM S-8
               ---------------------------------------------------
                                       OF
                                       --

                               1ST BERGEN BANCORP
                               ------------------

Exhibit No.             Name of Document                                   Page
-----------             ----------------                                   ----

   5(a)     Opinion of McCarter & English

   5(b)     IRS Determination Letter or qualification of the Plan under
            Section 401 of the Internal Revenue Code of 1986, as amended

   23(a)    Consent of KPMG Peat Marwick LLP

   23(c)    Consent of McCarter & English (included in
            the opinion filed as Exhibit 5(a) hereto)