Schedule 13G ESOP - December 31, 2006
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D. C. 20549
SCHEDULE
13G
Under
the
Securities Exchange Act of 1934
Dime
Community Bancshares, Inc.
-------------------------------------------------------------------------------------------------------------------------
(Name
of
Issuer)
Common
Stock, par value $.01 per share
-------------------------------------------------------------------------------------------------------------------------
(Title
of
Class of Securities)
253922-10-8
-------------------------------------------------------------------------------------------------------------------------
(CUSIP
Number)
N/A
-----------------------------------------------------------------
Date
of
Event which Requires Filing of this Statement
Check
the
appropriate box to designate the rule pursuant to which the Schedule is
filed:
*The
remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The
information required in the remainder of this cover page shall not be deemed
to
be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934
("Act") or otherwise subject to the liabilities of that section of the Act
but
shall be subject to all other provisions of the Act (however, see the
Notes).
|
CUSIP
No.
253922-10-8
|
13G
|
Page
2
of
6
Pages
|
|
1
|
NAME
OF REPORTING PERSON
SS.
or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Voluntary)
Employee
Stock Ownership Plan Trust of Dime Community Bancshares, Inc. and
Certain
Affiliates
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
o
(b)
o
|
|
3
|
SEC
USE ONLY
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
Corporation's employee benefit plan organized in New York
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
0
|
|
6
|
SHARED
VOTING POWER
1,484,937
|
|
7
|
SOLE
DISPOSITIVE POWER
0
|
|
8
|
SHARED
DISPOSITIVE POWER
3,468,055
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,468,055
|
|
10
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES*
____
|
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.51%
of 36,456,354 shares of Common Stock outstanding as of December 31,
2006.
|
|
12
|
TYPE
OF REPORTING PERSON* EP
|
*SEE
INSTRUCTION BEFORE FILLING OUT!
Item
1(a)
Name
of Issuer: Dime
Community Bancshares, Inc. ("Company")
Item
1(b)
Address
of Issuer's Principal Executive Office:
209
Havemeyer Stree
Brooklyn, NY 11211
Item
2(a)
Name
of Person Filing: Employee
Stock Ownership Plan Trust of Dime
Community
Bancshares, Inc. and Certain Affiliates
Trustee: Retirement
System Group, Inc.
Item
2(b)
Address
of Principal Business Office: ESOP: Trustee:
209
Havemeyer Street 317
Madison Avenue
Brooklyn,
NY 11211
New
York, NY
10017-5201
Item
2(c)
Citizenship: U.S.A.
Item
2(d)
Title
of Class of Securities:
Common
Stock, par value $.01 per share ("Common Stock")
Item
2(e)
CUSIP
Number: 253922-10-8
Item
3
The
person filing is an:
(f)
x
Employee
Benefit Plan, or pension fund which is subject to the provisions of the Employee
Retirement Income Security Act of 1974 or an endowment fund.
Item
4
Ownership:
The
following information with respect to the Plan's ownership of Common Stock
is
provided as of December 31, 2006. None of the shares set forth below constitute
shares the beneficial ownership of which the Plan had the right to acquire
within 60 days following such date.
|
(a)
|
Amount
Beneficially Owned
|
3,468,055
|
|
(b)
|
Percent
of Class
|
9.51%
|
|
(c)
|
Number
of shares as to which such person has:
|
|
| |
(i)
|
sole
power to vote or to direct the vote
|
0
|
| |
(ii)
|
shared
power to vote or to direct the vote
|
1,484,937
|
| |
(iii)
|
sole
power to dispose or to direct disposition of
|
0
|
| |
(iv)
|
shared
power to dispose or to direct disposition of
|
3,468,055
|
The
reporting person is an employee stock ownership plan under the Employee
Retirement Income Security Act of 1974, as amended ("ERISA") with individual
accounts for the accrued benefits of participating employees and their
beneficiaries. The reporting person is administered by an ESOP Committee ("ESOP
Committee") and its assets are held in trust by a trustee ("Plan Trustee").
The
number of shares listed as beneficially owned represents the entire number
of
shares of Common Stock held by RS Group, Inc., as Plan Trustee, as of December
31, 2006. As of December 31, 2006, 1,983,118 of such shares of Common Stock
had
been allocated to individual accounts establihed for participating employees
and
their beneficiaries, and 1,484,937 of such shares were held, unallocated, for
allocation in future years. In general, participating employees and their
beneficiaries have the power and authority to direct the voting of shares of
Common Stock allocated to their individual accounts. Such allocated shares
are,
therefore, not included as shares over which the reporting person has sole
or
shared voting power. The reporting person, through the Plan Trustee, has shared
voting power over unallocated Common Stock. Any unallocated Common Stock is
generally required to be voted by the Plan Trustee in the same proportion as
Common Stock which has been allocated to Participants is directed to be voted.
The reporting person, through the Plan Trustee, has shared dispositive power
over all unallocated Common Stock held by the reporting person. The reporting
person, acting through the Plan Trustee, shares dispositive power over allocated
Common Stock with participating employees and their beneficiaries, who have
the
right to determine whether Common Stock allocated to their respective accounts
will be tendered in response to a tender offer but otherwise have no dispositive
power. Any unallocated Common Stock is generally required to be tendered by
the
Plan Trustee in a tender offer in the same proportion as Common Stock which
has
been allocated to Participants is directed to be tendered. In limited
circumstances, ERISA may confer upon the Plan Trustee the power and duty to
control the voting and tendering of Common Stock allocated to the accounts
of
participating employees and beneficiaries who fail to exercise their voting
and/or tender rights. The reporting person disclaims voting power with respect
to such allocated Common Stock. These shares have also been reported on the
Schedule 13G filed by The Compensation Committee of Dime Community Bancshares,
Inc. on January 26, 2007.
Item
5
Not
applicable
Item
6
Ownership
of More than Five Percent on Behalf of Another Person:
Dividends
on Common Stock allocated to the accounts of participating employees and their
beneficiaries, to the extent paid in the form of additional securities, are
added to their respective individual accounts. Dividends on Common Stock
allocated to the accounts of participating employees and their beneficiaries,
to
the extent paid in cash, are, at the direction of the Company, either (i)
credited to the respective individual accounts, (ii) distributed to the
participating employees and their beneficiaries, or (iii) used to pay principal
and interest on outstanding indebtedness incurred by the reporting person to
acquire Common Stock. Dividends payable with respect to unallocated shares
that
have a record date that is after June 30, 2000 will be allocated to the accounts
of participants, former participants and beneficiaries as investment earnings.
The allocation to each account is calculated by multiplying the aggregate amount
of such dividends by a fraction, the numerator of which is the balance credited
to the account and the denominator of which is the aggregate balances credited
to all accounts, all as of the last day of the quarter immediately preceding
the
quarter in which the dividends are received. Once allocated, such dividends
may,
at the discretion of the Compensation Committee, be paid out to the account
holder within ninety (90) days after the end of the plan year in which they
are
received.
Item
7
Not
applicable
Item
8
Not
applicable
Item
9
Not
applicable
Item
10
Certification:
By
signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired and are held in the ordinary course
of business, and were not acquired and are not held for the purpose of or with
the effect of changing or influencing the control of the issuer of such
securities, and were not acquired and are not held in connection with or as
a
participant in any transaction having such purposes or effect.
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that
the information set forth in this statement is true, complete and
correct.
January
26, 2007
(Date)
Employee
Stock Ownership Plan of Dime Community Bancshares, Inc.
and
Certain Affiliates
By: /s/
NANCY PACIONE
______________________________________
(Signature)
Nancy
Pacione, Plan Administrator
_______________________________________
(Name/Title)