Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Mueller Bernadette
  2. Issuer Name and Ticker or Trading Symbol
VALLEY NATIONAL BANCORP [VLY]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive VP, Retail Banking
(Last)
(First)
(Middle)
1455 VALLEY ROAD
3. Date of Earliest Transaction (Month/Day/Year)
01/31/2014
(Street)

WAYNE, NJ 07470
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock (1) 01/31/2014   F   1,933 D $ 9.92 61,143 D  
Common Stock (1) 01/31/2014   A   15,121 (2) A $ 0 76,264 D  
Common Stock               117 I Shares held by daughter
Common Stock (401k Plan) (3)               2,861 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option/NQ $ 11.91             11/15/2011 11/15/2020 Common Stock 6,602   6,602 D  
Stock Options $ 18.93             11/16/2005 11/16/2014 Common Stock 3,695   3,695 D  
Stock Options $ 17.54             11/14/2006 11/14/2015 Common Stock 4,221   4,221 D  
Stock Options $ 19.19             11/13/2007 11/13/2016 Common Stock 4,020   4,020 D  
Stock Options $ 14.93             11/14/2008 11/14/2017 Common Stock 3,829   3,829 D  
Stock Options $ 14.24             11/17/2009 11/17/2018 Common Stock 2,431   2,431 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Mueller Bernadette
1455 VALLEY ROAD
WAYNE, NJ 07470
      Executive VP, Retail Banking  

Signatures

 /s/ M. NASETTE ARANDA, AS ATTORNEY-IN-FACT   02/04/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Adjusted for additional shares acquired through Dividend Reinvestment Plan.
(2) Restricted shares granted under the Valley National Bancorp 2009 Long Term Incentive Stock Plan. 7,561 of the shares are time-based with three-year equal vesting beginning at grant date. 7,560 of the shares are subject to performance-based vesting conditions over a three-year performance period, all of which may be forfeited in the event performance conditions are not satisfied.
(3) Holdings under the Valley 401K Plan has been updated to reflect reporting person's balance in the Plan.

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