Registration No. 333-_____     As filed with the Commission on December 21, 1999

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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


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

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


                              Sound Federal Bancorp
             (Exact Name of Registrant as Specified in its Charter)

       United States                                   13-4029393
 (State of Incorporation)                     (IRS Employer Identification No.)

                              300 Mamaroneck Avenue
                           Mamaroneck, New York 10543
              (Address of Principal Executive Offices and Zip Code)

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


                  Sound Federal Bancorp 1999 Stock Option Plan
            Sound Federal Bancorp 1999 Recognition and Retention Plan
                            (Full Title of the Plans)

                                   Copies to:
         Richard P. McStravick                      Alan Schick, Esquire
 President and Chief Executive Officer            Joanne Jacobson, Esquire
         Sound Federal Bancorp              Luse Lehman Gorman Pomerenk & Schick
         300 Mamaroneck Avenue                   A Professional Corporation
       Mamaroneck, New York 10543               5335 Wisconsin Ave., NW, #400
            (914) 698-6400                         Washington, D.C.  20015
     (Name, Address and Telephone                      (202) 274-2000
      Number of Agent for Service)

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


         If any of the  securities  being  registered  on  this  Form  are to be
offered  on a  delayed  or  continuous  basis  pursuant  to Rule 415  under  the
Securities Act of 1933 check the following box. |X|



<PAGE>




<TABLE>
<CAPTION>

                         CALCULATION OF REGISTRATION FEE

============================================================================================================
Title of Securities       Amount to be            Proposed             Proposed                Amount of
  to be Registered       Registered (1)           Maximum               Maximum             Registration Fee
                                             Offering Price Per   Aggregate Offering
                                                   Share                 Price
------------------------------------------------------------------------------------------------------------
 <S>                    <C>                      <C>                  <C>                         <C>
  Common Stock,
   par value $.10      210,738 shares (2)       $ 9.125 (3)          $1,922,984.20               $535.00
     per share

   Common Stock,
   par value $.10      105,369 shares (4)       $ 9.125 (5)          $  961,492.12               $267.00
     per share

       Total             316,107 shares                              $2,884,476.30               $802.00
============================================================================================================
</TABLE>


 -------------
(1)  Together with an  indeterminate  number of  additional  shares which may be
     necessary to adjust the number of shares reserved for issuance  pursuant to
     the Sound  Federal  Bancorp  1999  Stock  Option  Plan (the " Stock  Option
     Plan"),  and the Sound Federal Bancorp 1999  Recognition and Retention Plan
     (the  "Recognition  and  Retention  Plan") as the result of a stock  split,
     stock  dividend or similar  adjustment of the  outstanding  Common Stock of
     Sound Federal Bancorp pursuant to 17 C.F.R. Section 230.416(a).
(2)  Represents the number of shares currently reserved for issuance for options
     granted pursuant to the Stock Option Plan.
(3)  Determined   by   the   exercise   price   of   options   pursuant   to  17
     C.F.R. Section 230.457(h)(1).
(4)  Represents  the number of shares awarded or available for award pursuant to
     the Recognition and Retention Plan.
(5)  Determined  by  reference  to the fair market  value of the common stock on
     October 20, 1999, pursuant to 17 C.F.R. Section 230.457(c).

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


     This   Registration   Statement  shall  become  effective  upon  filing  in
accordance with Section 8(a) of the Securities Act of 1933 and 17 C.F.R. Section
230.462.



                                        2

<PAGE>



PART I.

Items 1 and 2. Plan  Information  and Registrant  Information  and Employee Plan
Annual Information

     The documents  containing the  information  specified in Part I of Form S-8
have been or will be sent or given to  participants in the Stock Option Plan and
the  Recognition and Retention Plan  (collectively  the "Plans") as specified by
Rule  428(b)(1)  promulgated  by the  Securities  and Exchange  Commission  (the
"Commission")  under the  Securities  Act of 1933,  as amended (the  "Securities
Act").

     Such  documents  are not being filed with the  Commission,  but  constitute
(along with the  documents  incorporated  by  reference  into this  Registration
Statement  pursuant  to Item 3 of Part II  hereof) a  prospectus  that meets the
requirements of Section 10(a) of the Securities Act.

PART II.

Item 3.  Incorporation of Documents by Reference

     The following  documents  previously or concurrently filed by Sound Federal
Bancorp (the "Company") with the Commission are hereby incorporated by reference
in this Registration Statement:

(a)  the Company's  Annual Report on Form 10-K for the year ended March 31, 1999
     (File No. 0-24811) filed pursuant to Rule 13a-1 of the Securities  Exchange
     Act of 1934, as amended (the "Exchange Act");

(b)  all other reports  filed by the Company  pursuant to Section 13(a) or 15(d)
     of the Exchange Act since the end of the year covered by the Annual  Report
     referred to above;

(c)  the  Company's  definitive  Proxy  Statement  for its  Special  Meeting  of
     Stockholders held on October 14, 1999;

(d)  the  description  of the common  stock,  par value  $.10 per share,  of the
     Company contained in the Company's Registration Statement on Form S-1 (File
     No.  333-57377)  originally  filed with the Commission on June 22, 1998 and
     all   amendments  or  reports  filed  for  the  purpose  of  updating  such
     description.

     All  documents  subsequently  filed  by the  Company  with  the  Commission
pursuant to Sections 13(a),  13(c),  14, or 15(d) of the Exchange Act, after the
date  hereof,  and  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 incorporated by reference
into this  Registration  Statement and to be a part thereof from the date of the
filing of such documents. Any statement contained in the documents incorporated,
or deemed to be incorporated,  by reference herein or therein shall be deemed to
be modified or superseded  for purposes of this  Registration  Statement and the
prospectus to the extent that a statement  contained herein or therein or in any
other   subsequently  filed  document  which  also  is,  or  is  deemed  to  be,
incorporated  by  reference  herein  or  therein  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 and the prospectus.

     The  Company  shall  furnish  without  charge  to each  person  to whom the
prospectus is delivered,  on the written or oral request of such person,  a copy
of any or all of the documents incorporated by reference, other than exhibits to
such documents (unless such exhibits are specifically  incorporated by reference
to the information that is incorporated). Requests should be directed to William
H. Morel,  Senior Vice  President  and  Secretary,  Sound Federal  Bancorp,  300
Mamaroneck  Avenue,  Mamaroneck,  New York  10543-2647,  telephone  number (914)
698-6400.

     All information appearing in this Registration Statement and the prospectus
is qualified in its entirety by the detailed  information,  including  financial
statements,  appearing  in the  documents  incorporated  herein  or  therein  by
reference.

Item 4.  Description of Securities

         Not applicable.


                                        3

<PAGE>



Item 5.  Interests of Named Experts and Counsel

         None.

Item 6.  Indemnification of Directors and Officers

Generally,  federal  regulations define areas for indemnity coverage for federal
savings associations, as follows:

     (a) Any person  against  whom any action is brought or  threatened  because
that person is or was a director or officer of the savings  association shall be
indemnified by the savings association for:

          (i)  Any amount for which that person  becomes liable under a judgment
               in such action; and

          (ii) Reasonable costs and expenses,  including  reasonable  attorneys'
               fees,  actually  paid or incurred by that person in  defending or
               settling  such action,  or in  enforcing  his or her rights under
               this  section if he or she attains a favorable  judgement in such
               enforcement action.

     (b)  Indemnification  shall be made to such person under  paragraph  (b) of
this Section only if:

          (i) Final judgement on the merits is in his or her favor; or

          (ii) In case of:

               a.   Settlement,

               b.   Final judgement against him or her, or

               c.   Final  judgement  in his or her  favor,  other  than  on the
                    merits, if a majority of the disinterested  directors of the
                    savings  association  determine that he or she was acting in
                    good  faith  within  the scope of his or her  employment  or
                    authority as he or she could  reasonably  have  perceived it
                    under the  circumstances  and for a purpose  he or she could
                    reasonably have believed under the  circumstances was in the
                    best  interest of the savings  association  or its  members.
                    However,  no  indemnification   shall  be  made  unless  the
                    association  gives the Office at least 60 days notice of its
                    intention  to make such  indemnification.  Such notice shall
                    state the facts on which the action arose,  the terms of any
                    settlement,  and any  disposition  of the action by a court.
                    Such notice,  a copy  thereof,  and a certified  copy of the
                    resolution  containing  the  required  determination  by the
                    board of directors  shall be sent to the Regional  Director,
                    who shall promptly  acknowledge receipt thereof.  The notice
                    period  shall  run from the  date of such  receipt.  No such
                    indemnification  shall  be  made  if  the  OTS  advises  the
                    association in writing,  within such notice  period,  of its
                    objection thereto.

     (c) As used in this paragraph:


          (i)  "Action"  means any  judicial or  administrative  proceeding,  or
               threatened  proceeding,  whether civil,  criminal,  or otherwise,
               including any appeal or other proceeding for review;

          (ii) "Court" includes,  without  limitation,  any court to which or in
               which any appeal or any proceeding for review is brought;

          (iii)"Final Judgment" means a judgment,  decree, or order which is not
               appealable  or as to which the period for appeal has expired with
               no appeal taken;


                                        4

<PAGE>



          (iv) "Settlement"  includes  the entry of a  judgment  by  consent  or
               confession or a plea of guilty or of nolo contendere.

Item 7.  Exemption From Registration Claimed

         Not applicable.

Item 8.  List of Exhibits
<TABLE>
<CAPTION>

Regulation S-K                                                                  Reference to Prior Filing or
Exhibit Number                      Document                                    Exhibit No. Attached Hereto
--------------                      --------                                    ---------------------------

<S>                  <C>                                                           <C>
     5               Opinion of Luse Lehman Gorman Pomerenk                          Attached as Exhibit 5
                     & Schick, P.C.

   10.1              Sound Federal Bancorp 1999 Stock Option Plan                             **

   10.2              Sound Federal Bancorp 1999 Recognition and Retention Plan                **

   23.1              Consent of Luse Lehman Gorman Pomerenk                         Contained in Exhibit 5
                     & Schick, P.C.

   23.2              Consent of KPMG LLP                                           Attached as Exhibit 23.2

    24               Power of Attorney                                            Contained on Signature Page
</TABLE>

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

**   Filed as  exhibits  to the  Registrant's  Proxy  Statement  relating to the
     Registrant's  October 14, 1999 special meeting of stockholders,  filed with
     the  Commission  on September  13, 1999,  which is  incorporated  herein by
     reference.

Item 9.  Undertakings

          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  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;

          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 Stock Option Plan and the Recognition and Retention Plan;

          4.  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  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; and

          5.  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


                                        5

<PAGE>



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

     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 Mamaroneck,  State of New York, on this 20th day
of December, 1999.

                                    Sound Federal Bancorp

                                    By:    Richard P. McStravick
                                           -------------------------------------
                                           Richard P. McStravick.
                                           President and Chief Executive Officer
                                           (Duly Authorized Representative)

                                POWER OF ATTORNEY

         We, the  undersigned  directors and officers of Sound  Federal  Bancorp
(the "Company") hereby severally constitute and appoint Richard P. McStravick as
our true and lawful attorney and agent, to do any and all things in our names in
the  capacities  indicated  below  which  said  Richard P.  McStravick  may deem
necessary or advisable to enable the Company to comply with the  Securities  Act
of 1933,  and any rules,  regulations  and  requirements  of the  Securities and
Exchange Commission,  in connection with the registration statement on Form S-8,
including  specifically,  but not limited to, power and authority to sign for us
in our names in the capacities  indicated below the  registration  statement and
any and all amendments  (including  post-effective  amendments)  thereto; and we
hereby approve,  ratify and confirm all that said Richard P. McStravick shall do
or cause to be done by virtue thereof.

         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 date indicated.


By:  /s/ Richard P. McStravick           By: /s/ William H. Morel
     -------------------------------        ------------------------------------
     Richard P. McStravick                  William H. Morel
     President, Chief Executive             Senior Vice President, Chief Lending
     Officer and Director                   Officer and Corporate Secretary
     (Principal Executive Officer)

Date:  December 20, 1999                 Date:  December 20, 1999


By:  /s/ Bruno J. Gioffre                By: /s/ Anthony J. Fabiano
     -------------------------------        ------------------------------------
     Bruno J. Gioffre,                      Anthony J. Fabiano, Vice President
     Chairman of the Board                  and Chief Financial Officer

Date:  December 20, 1999                 Date:  December 20, 1999


By:  /s/ Donald H. Heithaus             By: /s/ James Staudt
     -------------------------------        ------------------------------------
     Donald H. Heithaus, Director           James Staudt, Director

Date:  December 20, 1999                 Date:  December 20, 1999


By:  /s/ Joseph A. Lanza                 By: /s/ Arthur C. Phillips
     -------------------------------        ------------------------------------
     Joseph A. Lanza, Director              Arthur C. Phillips, Jr., Director

Date:  December 20, 1999                 Date:  December 20, 1999


By:  /s/ Joseph Dinolfo
     -------------------------------
     Joseph Dinolfo, Director

Date:  December 20, 1999


<PAGE>


                                  EXHIBIT INDEX


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



         5                 Opinion of Luse Lehman  Gorman  Pomerenk & Schick,  A
                           Professional  Corporation  as to the  legality of the
                           Common Stock registered hereby.

         23.1              Consent of Luse Lehman Gorman Pomerenk & Schick,
                           A Professional  Corporation (contained in the opinion
                           included as Exhibit 5)

         23.2              Consent of KPMG  LLP























<PAGE>
























                                    EXHIBIT 5



              OPINION OF LUSE LEHMAN GORMAN POMERENK & SCHICK, P.C.

















<PAGE>



           [LETTERHEAD OF LUSE LEHMAN GORMAN POMERENK & SCHICK, P.C.]




December 16, 1999                                                 (202) 274-2000

Board of Directors
Sound Federal Bancorp
300 Mamaroneck Avenue
Mamaroneck, New York 10543

                           Re:      Sound Federal Bancorp
                                    Registration Statement on Form S-8
                                    ----------------------------------

Ladies and Gentlemen:

     You have  requested  the  opinion  of this firm as to  certain  matters  in
connection  with the issuance of Sound Federal  Bancorp (the  "Company")  common
stock,  par value $.10 per share (the  "Common  Stock"),  pursuant  to the Sound
Federal  Bancorp 1999 Stock Option Plan  ("Option  Plan") and the Sound  Federal
Bancorp 1999  Recognition  and  Retention  Plan  ("Recognition  Plan").  We have
reviewed the Company's  Charter,  Registration  Statement on Form S-8 (the "Form
S-8"), as well as applicable statutes and regulations  governing the Company and
the offer and sale of the Common Stock.

     Based on the foregoing, we are of the following opinion:

     Upon the  effectiveness  of the Form  S-8,  the grant of  options,  and the
     Common  Stock,  when sold in  connection  with the  exercise of the options
     pursuant to the Option Plan and the  issuance of common  stock  pursuant to
     the   Recognition   Plan,   will  be   legally   issued,   fully  paid  and
     non-assessable.

     This  opinion  has  been  prepared  solely  for the use of the  Company  in
connection  with the  preparation  and filing of the Form S-8, and should not be
used for any other purpose or relied upon by any other person  without the prior
written  consent of this firm.  We hereby  consent to the use of this opinion in
the Form S-8.

                                        Very truly yours,

                                        /s/ LUSE LEHMAN GORMAN POMERENK & SCHICK
                                        ----------------------------------------
                                        LUSE LEHMAN GORMAN POMERENK & SCHICK
                                        A Professional Corporation




<PAGE>


                                  EXHIBIT 23.2

                               CONSENT OF KPMG LLP

















<PAGE>





                                                                    EXHIBIT 23.2






              Consent of Independent Certified Public Accountants


The Board of Directors
Sound Federal Bancorp:


We consent to incorporation  by reference in the Registration  Statement on Form
S-8 of Sound Federal  Bancorp  relating to the Sound Federal  Bancorp 1999 Stock
Option Plan and the Sound Federal  Bancorp 1999  Recognition and Retention Plan,
of our report dated April 26, 1999, relating to the consolidated  balance sheets
of Sound Federal  Bancorp and  subsidiary as of March 31, 1999 and 1998, and the
related consolidated  statements of income, changes in stockholders' equity, and
cash flows for each of the years in the three-year  period ended March 31, 1999,
which report  appears in the March 31, 1999 Annual  Report on Form 10-K of Sound
Federal Bancorp.

/s/ KPMG LLP

Stamford, Connecticut
December 17, 1999
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 24547}]
{"company-data": {"conformed-name": "SOUND FEDERAL BANCORP", "cik": "0001064236", "assigned-sic": "6035", "irs-number": "000000000", "state-of-incorporation": "NY", "fiscal-year-end": "0331"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-93215", "film-number": "99778191"}, "business-address": {"street1": "300 MAMARONECK AVE", "city": "MAMARONECK", "state": "NY", "zip": "10543-2647", "phone": "9146986400"}, "mail-address": {"street1": "300 MAMARONECK AVE", "city": "MAMARONECK", "state": "NY", "zip": "10543-2647"}, "former-company": {"former-conformed-name": "SOUND FEDERAL SAVINGS & LOAN ASSOC", "date-changed": "19980616"}}
Registration No. 333-_____     As filed with the Commission on December 21, 1999

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

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

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

                              Sound Federal Bancorp
             (Exact Name of Registrant as Specified in its Charter)

       United States                                   13-4029393
 (State of Incorporation)                     (IRS Employer Identification No.)

                              300 Mamaroneck Avenue
                           Mamaroneck, New York 10543
              (Address of Principal Executive Offices and Zip Code)

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

                  Sound Federal Bancorp 1999 Stock Option Plan
            Sound Federal Bancorp 1999 Recognition and Retention Plan
                            (Full Title of the Plans)

                                   Copies to:
         Richard P. McStravick                      Alan Schick, Esquire
 President and Chief Executive Officer            Joanne Jacobson, Esquire
         Sound Federal Bancorp              Luse Lehman Gorman Pomerenk & Schick
         300 Mamaroneck Avenue                   A Professional Corporation
       Mamaroneck, New York 10543               5335 Wisconsin Ave., NW, #400
            (914) 698-6400                         Washington, D.C.  20015
     (Name, Address and Telephone                      (202) 274-2000
      Number of Agent for Service)

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

         If any of the  securities  being  registered  on  this  Form  are to be
offered  on a  delayed  or  continuous  basis  pursuant  to Rule 415  under  the
Securities Act of 1933 check the following box. |X|
CALCULATION OF REGISTRATION FEE

============================================================================================================
Title of Securities       Amount to be            Proposed             Proposed                Amount of
  to be Registered       Registered (1)           Maximum               Maximum             Registration Fee
                                             Offering Price Per   Aggregate Offering
                                                   Share                 Price
------------------------------------------------------------------------------------------------------------
Common Stock,
   par value $.10      210,738 shares (2)       $ 9.125 (3)          $1,922,984.20               $535.00
     per share

   Common Stock,
   par value $.10      105,369 shares (4)       $ 9.125 (5)          $  961,492.12               $267.00
     per share

       Total             316,107 shares                              $2,884,476.30               $802.00
============================================================================================================
-------------
(1)  Together with an  indeterminate  number of  additional  shares which may be
     necessary to adjust the number of shares reserved for issuance  pursuant to
     the Sound  Federal  Bancorp  1999  Stock  Option  Plan (the " Stock  Option
     Plan"),  and the Sound Federal Bancorp 1999  Recognition and Retention Plan
     (the  "Recognition  and  Retention  Plan") as the result of a stock  split,
     stock  dividend or similar  adjustment of the  outstanding  Common Stock of
     Sound Federal Bancorp pursuant to 17 C.F.R. Section 230.416(a).
(2)  Represents the number of shares currently reserved for issuance for options
     granted pursuant to the Stock Option Plan.
(3)  Determined   by   the   exercise   price   of   options   pursuant   to  17
     C.F.R. Section 230.457(h)(1).
(4)  Represents  the number of shares awarded or available for award pursuant to
     the Recognition and Retention Plan.
(5)  Determined  by  reference  to the fair market  value of the common stock on
     October 20, 1999, pursuant to 17 C.F.R. Section 230.457(c).

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

     This   Registration   Statement  shall  become  effective  upon  filing  in
accordance with Section 8(a) of the Securities Act of 1933 and 17 C.F.R. Section
230.462.

                                        2
PART I.

Items 1 and 2. Plan  Information  and Registrant  Information  and Employee Plan
Annual Information

     The documents  containing the  information  specified in Part I of Form S-8
have been or will be sent or given to  participants in the Stock Option Plan and
the  Recognition and Retention Plan  (collectively  the "Plans") as specified by
Rule  428(b)(1)  promulgated  by the  Securities  and Exchange  Commission  (the
"Commission")  under the  Securities  Act of 1933,  as amended (the  "Securities
Act").

     Such  documents  are not being filed with the  Commission,  but  constitute
(along with the  documents  incorporated  by  reference  into this  Registration
Statement  pursuant  to Item 3 of Part II  hereof) a  prospectus  that meets the
requirements of Section 10(a) of the Securities Act.

PART II.

Item 3.  Incorporation of Documents by Reference

     The following  documents  previously or concurrently filed by Sound Federal
Bancorp (the "Company") with the Commission are hereby incorporated by reference
in this Registration Statement:

(a)  the Company's  Annual Report on Form 10-K for the year ended March 31, 1999
     (File No. 0-24811) filed pursuant to Rule 13a-1 of the Securities  Exchange
     Act of 1934, as amended (the "Exchange Act");

(b)  all other reports  filed by the Company  pursuant to Section 13(a) or 15(d)
     of the Exchange Act since the end of the year covered by the Annual  Report
     referred to above;

(c)  the  Company's  definitive  Proxy  Statement  for its  Special  Meeting  of
     Stockholders held on October 14, 1999;

(d)  the  description  of the common  stock,  par value  $.10 per share,  of the
     Company contained in the Company's Registration Statement on Form S-1 (File
     No.  333-57377)  originally  filed with the Commission on June 22, 1998 and
     all   amendments  or  reports  filed  for  the  purpose  of  updating  such
     description.

     All  documents  subsequently  filed  by the  Company  with  the  Commission
pursuant to Sections 13(a),  13(c),  14, or 15(d) of the Exchange Act, after the
date  hereof,  and  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 incorporated by reference
into this  Registration  Statement and to be a part thereof from the date of the
filing of such documents. Any statement contained in the documents incorporated,
or deemed to be incorporated,  by reference herein or therein shall be deemed to
be modified or superseded  for purposes of this  Registration  Statement and the
prospectus to the extent that a statement  contained herein or therein or in any
other   subsequently  filed  document  which  also  is,  or  is  deemed  to  be,
incorporated  by  reference  herein  or  therein  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 and the prospectus.

     The  Company  shall  furnish  without  charge  to each  person  to whom the
prospectus is delivered,  on the written or oral request of such person,  a copy
of any or all of the documents incorporated by reference, other than exhibits to
such documents (unless such exhibits are specifically  incorporated by reference
to the information that is incorporated). Requests should be directed to William
H. Morel,  Senior Vice  President  and  Secretary,  Sound Federal  Bancorp,  300
Mamaroneck  Avenue,  Mamaroneck,  New York  10543-2647,  telephone  number (914)
698-6400.

     All information appearing in this Registration Statement and the prospectus
is qualified in its entirety by the detailed  information,  including  financial
statements,  appearing  in the  documents  incorporated  herein  or  therein  by
reference.

Item 4.  Description of Securities

         Not applicable.

                                        3
Item 5.  Interests of Named Experts and Counsel

         None.

Item 6.  Indemnification of Directors and Officers

Generally,  federal  regulations define areas for indemnity coverage for federal
savings associations, as follows:

     (a) Any person  against  whom any action is brought or  threatened  because
that person is or was a director or officer of the savings  association shall be
indemnified by the savings association for:

          (i)  Any amount for which that person  becomes liable under a judgment
               in such action; and

          (ii) Reasonable costs and expenses,  including  reasonable  attorneys'
               fees,  actually  paid or incurred by that person in  defending or
               settling  such action,  or in  enforcing  his or her rights under
               this  section if he or she attains a favorable  judgement in such
               enforcement action.

     (b)  Indemnification  shall be made to such person under  paragraph  (b) of
this Section only if:

          (i) Final judgement on the merits is in his or her favor; or

          (ii) In case of:

               a.   Settlement,

               b.   Final judgement against him or her, or

               c.   Final  judgement  in his or her  favor,  other  than  on the
                    merits, if a majority of the disinterested  directors of the
                    savings  association  determine that he or she was acting in
                    good  faith  within  the scope of his or her  employment  or
                    authority as he or she could  reasonably  have  perceived it
                    under the  circumstances  and for a purpose  he or she could
                    reasonably have believed under the  circumstances was in the
                    best  interest of the savings  association  or its  members.
                    However,  no  indemnification   shall  be  made  unless  the
                    association  gives the Office at least 60 days notice of its
                    intention  to make such  indemnification.  Such notice shall
                    state the facts on which the action arose,  the terms of any
                    settlement,  and any  disposition  of the action by a court.
                    Such notice,  a copy  thereof,  and a certified  copy of the
                    resolution  containing  the  required  determination  by the
                    board of directors  shall be sent to the Regional  Director,
                    who shall promptly  acknowledge receipt thereof.  The notice
                    period  shall  run from the  date of such  receipt.  No such
                    indemnification  shall  be  made  if  the  OTS  advises  the
                    association in writing,  within such notice  period,  of its
                    objection thereto.

     (c) As used in this paragraph:

          (i)  "Action"  means any  judicial or  administrative  proceeding,  or
               threatened  proceeding,  whether civil,  criminal,  or otherwise,
               including any appeal or other proceeding for review;

          (ii) "Court" includes,  without  limitation,  any court to which or in
               which any appeal or any proceeding for review is brought;

          (iii)"Final Judgment" means a judgment,  decree, or order which is not
               appealable  or as to which the period for appeal has expired with
               no appeal taken;

                                        4
(iv) "Settlement"  includes  the entry of a  judgment  by  consent  or
               confession or a plea of guilty or of nolo contendere.

Item 7.  Exemption From Registration Claimed

         Not applicable.

Item 8.  List of Exhibits
Regulation S-K                                                                  Reference to Prior Filing or
Exhibit Number                      Document                                    Exhibit No. Attached Hereto
--------------                      --------                                    ---------------------------
5               Opinion of Luse Lehman Gorman Pomerenk                          Attached as Exhibit 5
                     & Schick, P.C.

   10.1              Sound Federal Bancorp 1999 Stock Option Plan                             **

   10.2              Sound Federal Bancorp 1999 Recognition and Retention Plan                **

   23.1              Consent of Luse Lehman Gorman Pomerenk                         Contained in Exhibit 5
                     & Schick, P.C.

   23.2              Consent of KPMG LLP                                           Attached as Exhibit 23.2

    24               Power of Attorney                                            Contained on Signature Page
---------------------

**   Filed as  exhibits  to the  Registrant's  Proxy  Statement  relating to the
     Registrant's  October 14, 1999 special meeting of stockholders,  filed with
     the  Commission  on September  13, 1999,  which is  incorporated  herein by
     reference.

Item 9.  Undertakings

          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  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;

          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 Stock Option Plan and the Recognition and Retention Plan;

          4.  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  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; and

          5.  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

                                        5
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

     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 Mamaroneck,  State of New York, on this 20th day
of December, 1999.

                                    Sound Federal Bancorp

                                    By:    Richard P. McStravick
                                           -------------------------------------
                                           Richard P. McStravick.
                                           President and Chief Executive Officer
                                           (Duly Authorized Representative)

                                POWER OF ATTORNEY

         We, the  undersigned  directors and officers of Sound  Federal  Bancorp
(the "Company") hereby severally constitute and appoint Richard P. McStravick as
our true and lawful attorney and agent, to do any and all things in our names in
the  capacities  indicated  below  which  said  Richard P.  McStravick  may deem
necessary or advisable to enable the Company to comply with the  Securities  Act
of 1933,  and any rules,  regulations  and  requirements  of the  Securities and
Exchange Commission,  in connection with the registration statement on Form S-8,
including  specifically,  but not limited to, power and authority to sign for us
in our names in the capacities  indicated below the  registration  statement and
any and all amendments  (including  post-effective  amendments)  thereto; and we
hereby approve,  ratify and confirm all that said Richard P. McStravick shall do
or cause to be done by virtue thereof.

         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 date indicated.

By:  /s/ Richard P. McStravick           By: /s/ William H. Morel
     -------------------------------        ------------------------------------
     Richard P. McStravick                  William H. Morel
     President, Chief Executive             Senior Vice President, Chief Lending
     Officer and Director                   Officer and Corporate Secretary
     (Principal Executive Officer)

Date:  December 20, 1999                 Date:  December 20, 1999

By:  /s/ Bruno J. Gioffre                By: /s/ Anthony J. Fabiano
     -------------------------------        ------------------------------------
     Bruno J. Gioffre,                      Anthony J. Fabiano, Vice President
     Chairman of the Board                  and Chief Financial Officer

Date:  December 20, 1999                 Date:  December 20, 1999

By:  /s/ Donald H. Heithaus             By: /s/ James Staudt
     -------------------------------        ------------------------------------
     Donald H. Heithaus, Director           James Staudt, Director

Date:  December 20, 1999                 Date:  December 20, 1999

By:  /s/ Joseph A. Lanza                 By: /s/ Arthur C. Phillips
     -------------------------------        ------------------------------------
     Joseph A. Lanza, Director              Arthur C. Phillips, Jr., Director

Date:  December 20, 1999                 Date:  December 20, 1999

By:  /s/ Joseph Dinolfo
     -------------------------------
     Joseph Dinolfo, Director

Date:  December 20, 1999
EXHIBIT INDEX

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

         5                 Opinion of Luse Lehman  Gorman  Pomerenk & Schick,  A
                           Professional  Corporation  as to the  legality of the
                           Common Stock registered hereby.

         23.1              Consent of Luse Lehman Gorman Pomerenk & Schick,
                           A Professional  Corporation (contained in the opinion
                           included as Exhibit 5)

         23.2              Consent of KPMG  LLP
EXHIBIT 5

              OPINION OF LUSE LEHMAN GORMAN POMERENK & SCHICK, P.C.
[LETTERHEAD OF LUSE LEHMAN GORMAN POMERENK & SCHICK, P.C.]

December 16, 1999                                                 (202) 274-2000

Board of Directors
Sound Federal Bancorp
300 Mamaroneck Avenue
Mamaroneck, New York 10543

                           Re:      Sound Federal Bancorp
                                    Registration Statement on Form S-8
                                    ----------------------------------

Ladies and Gentlemen:

     You have  requested  the  opinion  of this firm as to  certain  matters  in
connection  with the issuance of Sound Federal  Bancorp (the  "Company")  common
stock,  par value $.10 per share (the  "Common  Stock"),  pursuant  to the Sound
Federal  Bancorp 1999 Stock Option Plan  ("Option  Plan") and the Sound  Federal
Bancorp 1999  Recognition  and  Retention  Plan  ("Recognition  Plan").  We have
reviewed the Company's  Charter,  Registration  Statement on Form S-8 (the "Form
S-8"), as well as applicable statutes and regulations  governing the Company and
the offer and sale of the Common Stock.

     Based on the foregoing, we are of the following opinion:

     Upon the  effectiveness  of the Form  S-8,  the grant of  options,  and the
     Common  Stock,  when sold in  connection  with the  exercise of the options
     pursuant to the Option Plan and the  issuance of common  stock  pursuant to
     the   Recognition   Plan,   will  be   legally   issued,   fully  paid  and
     non-assessable.

     This  opinion  has  been  prepared  solely  for the use of the  Company  in
connection  with the  preparation  and filing of the Form S-8, and should not be
used for any other purpose or relied upon by any other person  without the prior
written  consent of this firm.  We hereby  consent to the use of this opinion in
the Form S-8.

                                        Very truly yours,

                                        /s/ LUSE LEHMAN GORMAN POMERENK & SCHICK
                                        ----------------------------------------
                                        LUSE LEHMAN GORMAN POMERENK & SCHICK
                                        A Professional Corporation
EXHIBIT 23.2

                               CONSENT OF KPMG LLP
EXHIBIT 23.2

              Consent of Independent Certified Public Accountants

The Board of Directors
Sound Federal Bancorp:

We consent to incorporation  by reference in the Registration  Statement on Form
S-8 of Sound Federal  Bancorp  relating to the Sound Federal  Bancorp 1999 Stock
Option Plan and the Sound Federal  Bancorp 1999  Recognition and Retention Plan,
of our report dated April 26, 1999, relating to the consolidated  balance sheets
of Sound Federal  Bancorp and  subsidiary as of March 31, 1999 and 1998, and the
related consolidated  statements of income, changes in stockholders' equity, and
cash flows for each of the years in the three-year  period ended March 31, 1999,
which report  appears in the March 31, 1999 Annual  Report on Form 10-K of Sound
Federal Bancorp.

/s/ KPMG LLP

Stamford, Connecticut
December 17, 1999