As filed with the Securities and Exchange Commission on December 8, 2005.
                                                      Registration No. 333-_____


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                                                           

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

                             Kearny Financial Corp.
               ---------------------------------------------------
             (Exact name of Registrant as specified in its charter)

           New Jersey                                             22-3803741    
-------------------------------                               ------------------
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)

                               120 Passaic Avenue
                           Fairfield, New Jersey 07004
                 ----------------------------------------------
                    (Address of principal executive offices)

                           Kearny Federal Savings Bank
               Employees' Savings & Profit Sharing Plan and Trust
                 ----------------------------------------------
                            (Full Title of the Plan)

                              Albert E. Gossweiler
                             Chief Financial Officer
                               120 Passaic Avenue
                           Fairfield, New Jersey 07004
                                 (973) 244-4500
                 ----------------------------------------------
            (Name, address and telephone number of agent for service)

                                   Copies to:
                               Richard Fisch, Esq.
                              Evan M. Seigel, Esq.
                            Malizia Spidi & Fisch, PC
                           1100 New York Avenue, N.W.
                                 Suite 340 West
                             Washington, D.C. 20005
                                 (202) 434-4660
                 ----------------------------------------------



                         CALCULATION OF REGISTRATION FEE
==========================================================================================
Title of                              Proposed Maximum    Proposed Maximum    Amount of
Securities to        Amount to be         Offering            Offering       Registration
be Registered(1)     Registered(2)   Price Per Share(3)       Price (4)          Fee
----------------     -------------   ------------------      -----------        ----
                                                                    
Common Stock
$0.10 par value
per share              244,681            $12.69            $3,105,002        $332.24
==========================================================================================

(1)  In addition, pursuant to Rule 416(c) under the Securities Act of 1933, this
     registration  statement also covers an indeterminate amount of interests to
     be offered or sold pursuant to the Kearny Federal  Savings Bank  Employees'
     Savings & Profit Sharing Plan and Trust (the "Plan"), as described herein.
(2)  Estimates the maximum number of shares expected to be issued under the Plan
     assuming that all employer and employee  contributions to the Plan are used
     to  purchase  shares  of  Common  Stock  of  Kearny  Financial  Corp.  (the
     "Company"),  together with an  indeterminate  number of shares which may be
     necessary  to adjust  the  number  of  additional  shares  of Common  Stock
     reserved for issuance pursuant to the Plan and being registered  herein, as
     the   result  of  a  stock   split,   stock   dividend,   reclassification,
     recapitalization,  or  similar  adjustment(s)  of the  Common  Stock of the
     Company.
(3)  Estimated  solely for the purpose of calculating the  registration  fee and
     calculated  pursuant to Rule 457(c)  based upon the average of the high and
     low prices of the Common Stock of the  Registrant as reported on the Nasdaq
     National Market on December 5, 2005.
(4)  Estimated based on (2) and (3) above.

         This Registration  Statement shall become effective  automatically upon
the date of filing,  in accordance  with Section 8(a) of the  Securities  Act of
1933.



                                     PART I

              INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Item 1.  Plan Information. *
------

Item 2.  Registrant Information and Employee Plan Annual Information. *
------

         *This  Registration  Statement  relates to the  registration of 244,681
shares of Common Stock,  $0.10 par value per share,  of Kearny  Financial  Corp.
(the  "Company")  reserved for issuance  and delivery  under the Kearny  Federal
Savings Bank  Employees'  Savings & Profit  Sharing Plan and Trust (the "Plan").
Documents  containing the  information  required by Part I of this  Registration
Statement will be sent or given to participants in the Plan as specified by Rule
428(b)(1).  Such  documents  are not  filed  with the  Securities  and  Exchange
Commission (the "Commission")  either as part of this Registration  Statement or
as prospectuses or prospectus  supplements  pursuant to Rule 424, in reliance on
Rule 428.


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Certain Documents by Reference.
------

         The Company became  subject to the  informational  requirements  of the
Securities  Exchange  Act of 1934 (the "1934  Act") on  December  28,  2004 and,
accordingly,  files periodic reports and other  information with the Commission.
Reports,  proxy  statements and other  information  concerning the Company filed
with the  Commission  may be inspected and copies may be obtained (at prescribed
rates) at the  Commission's  Public  Reference  Section,  Room  1024,  450 Fifth
Street, N.W., Washington, D.C. 20549.

         The following  documents filed by the Company are  incorporated in this
Registration Statement by reference:

         1. The  description  of the  Company's  securities  as contained in the
Company's  Registration  Statement on Form 8-A, as filed with the  Commission on
December 28, 2004;

         2. The Company's Annual Report on Form 10-K for the year ended June 30,
2005;

         3. Form 8-K, filed on October 25, 2005;

         4. Form 8-K, filed on October 7, 2005;

         5. Form 8-K, filed on November 1, 2005;

         6. Form 8-K, filed on November 9, 2005; and

         7. The  Company's  Quarterly  Report on Form 10-Q for the quarter ended
September 30, 2005.

                                      - 2 -



         All documents  subsequently  filed by the Company  pursuant to Sections
13(a),  13(c),  14,  and  15(d)  of the  1934  Act,  prior  to the  filing  of a
post-effective  amendment which indicates that all securities  offered have been
sold or which  deregisters all securities then remaining  unsold shall be deemed
to be incorporated by reference in this Registration  Statement and to be a part
hereof from the date of filing of such documents.

Item 4.  Description of Securities.
------

         Not Applicable.

Item 5.  Interests of Named Experts and Counsel.
------

         Not Applicable.

Item 6.  Indemnification of Directors and Officers.
------

         Article VI of the Bylaws of the Company sets forth  circumstances under
which directors, officers, employees and agents of the Company may be insured or
indemnified against liability which they incur in their capacities as such.

         Each  person who was or is made a party or is  threatened  to be made a
party to or is otherwise  involved in any action,  suit or  proceeding,  whether
civil, criminal,  administrative or investigative  (hereinafter a "proceeding"),
by reason of the fact that he is or was a  Director,  officer or employee of the
Company or is or was  serving  at the  request  of the  Company  as a  Director,
Officer or employee of another  corporation or of a partnership,  joint venture,
trust or other enterprise, including service with respect to an employee benefit
plan  (hereinafter  an  "indemnitee"),  whether the basis of such  proceeding is
alleged action in an official capacity as a Director,  officer or employee or in
any other  capacity while serving as a Director,  officer or employee,  shall be
indemnified and held harmless by the Company to the fullest extent authorized by
the Regulations of the Office of Thrift  Supervision,  as the same exists or may
hereafter  be  amended  against  all  expense,  liability  and  loss  (including
attorneys' fees,  judgments,  fines, ERISA excise taxes or penalties and amounts
paid in  settlement)  reasonably  incurred  or suffered  by such  indemnitee  in
connection therewith.

         The right to  indemnification  conferred herein shall include the right
to be paid by the Company the expenses incurred in defending any such proceeding
in advance of its final  disposition,  to the fullest  extent  authorized by the
Regulations of the Office of Thrift  Supervision.  The rights to indemnification
and to the advancement of expenses conferred herein shall be contract rights and
such rights shall  continue as to an indemnitee who has ceased to be a Director,
officer or employee  and shall inure to the benefit of the  indemnitee's  heirs,
executors and administrators.

                                     - 3 -



Item 7.  Exemption from Registration Claimed.
------

         Not Applicable.

Item 8.  Exhibits.
------

         For a  list  of  all  exhibits  filed  or  included  as  part  of  this
Registration Statement,  see "Index to Exhibits" at the end of this Registration
Statement.

         In lieu of an opinion of counsel  concerning the Plan's compliance with
the requirements of ERISA,  the Company hereby  undertakes that it has submitted
the Plan and any amendment  thereto to the Internal Revenue Service ("IRS") in a
timely manner and will make all changes  required by the IRS in order to qualify
the Plan.

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;

                  (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.

provided  however,  that paragraphs  (a)(1)(i) and (a)(1)(ii) do no apply if the
registration statement is on Form S-3, Form S-8, and the information required to
be included in a  post-effective  amendment by those  paragraphs is contained in
periodic reports filed by the registrant  pursuant to Section 13 or 15(d) of the
Securities  Exchange  Act of 1934  that are  incorporated  by  reference  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.

                  (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 offering.

                                     - 4 -



         (b) The undersigned  registrant hereby undertakes that, for purposes of
determining  any liability  under the Securities Act of 1933, each filing of the
registrant's  annual  report  pursuant to section  13(a) or section 15(d) of the
Securities  Exchange  Act of 1934  (and,  where  applicable,  each  filing of an
employee  benefit  plan's  annual  report  pursuant  to  section  15(d)  of  the
Securities  Exchange  Act of 1934)  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 that time shall be deemed to be the initial bona fide offering thereof.

         (c) The undersigned registrant hereby undertakes to deliver or cause to
be delivered with the prospectus,  to each person to whom the prospectus is sent
or given, the latest annual report,  to security holders that is incorporated by
reference  in  the  prospectus  and  furnished   pursuant  to  and  meeting  the
requirements  of Rule 14a-3 or Rule 14c-3 under the  Securities  Exchange Act of
1934;  and,  where  interim  financial  information  required to be presented by
Article 3 of Regulation S-X is not set forth in the prospectus,  to deliver,  or
cause to be  delivered to each person to whom the  prospectus  is sent or given,
the latest  quarterly  report that is specifically  incorporated by reference in
the prospectus to provide such interim financial information.

         (d)  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 1933 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  expressed in the 1933 Act and
will be governed by the final adjudication of such issue.

                                      - 5 -



                                   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 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 Kearny in the State of New Jersey, on the 5th day of
December, 2005.

                                       KEARNY FINANCIAL CORP.


Dated: December 5, 2005                By: /s/ John N. Hopkins               
                                           -------------------------------------
                                           John N. Hopkins
                                           President and Chief Executive Officer
                                           (Duly Authorized Representative)

                                POWER OF ATTORNEY

         We, the undersigned directors and officers of Kearny Financial Corp. do
hereby  severally  constitute and appoint John N. Hopkins as our true and lawful
attorney  and agent,  to do any and all things and acts in our Kearny  Financial
Corp.  names  in the  capacities  indicated  below  and to  execute  any and all
instruments for us and in our names in the capacities indicated below which said
John N. Hopkins may deem necessary or advisable to enable Kearny Financial Corp.
to  comply  with  the  Securities  Act of  1933,  as  amended,  and  any  rules,
regulations  and  requirements  of the  Securities and Exchange  Commission,  in
connection  with  the  Registration  Statement  on  Form  S-8  relating  to  the
registrant,  including specifically,  but not limited to, power and authority to
sign,  for  any of 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  ratify and  confirm  all that said John N.
Hopkins shall do or cause to be done by virtue hereof.

         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
Registration  Statement  has been signed below by the  following  persons in the
capacities indicated as of the date indicated.



                                                         
By:      /s/ John N. Hopkins                                  By:      /s/ Albert E. Gossweiler                    
         --------------------------------------------                  --------------------------------------------
         John N. Hopkins                                               Albert E. Gossweiler
         President and Chief Executive Officer                         Senior Vice President and Chief Financial
         (Principal Executive Officer)                                   Officer
                                                                       (Principal Financial Officer)

Dated: December 5, 2005                                       Dated: December 5, 2005

By:      /s/ William C. Ledgerwood                            By:      /s/ Theodore J. Aanensen                    
         -----------------------------------                           --------------------------------------------
         William C. Ledgerwood                                         Theodore J. Aanensen
         Senior Vice President, Treasurer and                          Director
            Chief Accounting Officer
         (Principal Accounting Officer)

Dated: December 5, 2005                                       Dated: December 5, 2005







                                                         

By:      /s/ John J. Mazur, Jr.                               By:      /s/ Joseph P. Mazza                
         -----------------------------------                           -----------------------------------
         John J. Mazur, Jr.                                            Joseph P. Mazza
         Director                                                      Director

Dated: December 5, 2005                                       Dated: December 5, 2005


By:      /s/ Matthew T. McClane                               By:      /s/ John F. McGovern               
         --------------------------------------------                  -----------------------------------
         Matthew T. McClane                                            John F. McGovern
         Director                                                      Director

Dated: December 5, 2005                                       Dated: December 5, 2005


By:      /s/ Leopold W. Montanaro                             By:      /s/ John F. Regan                  
         --------------------------------------------                  -----------------------------------
         Leopold W. Montanaro                                          John F. Regan
         Director                                                      Director

Dated: December 5, 2005                                       Dated: December 5, 2005


By:      /s/ Henry S. Parow                          
         --------------------------------------------
         Henry S. Parow
         Director

Dated: December 5, 2005




                                   SIGNATURES

         Pursuant to the  requirements  of the  Securities Act of 1933, the plan
administrator  of the Kearny Federal  Savings Bank  Employees'  Savings & Profit
Sharing Plan and Trust has duly caused this registration  statement to be signed
on its behalf by the  undersigned,  thereunto  duly  authorized,  in the City of
Kearny, State of New Jersey on this 5th day of December, 2005.



                         Kearny Federal Savings Bank
                         Employees' Savings & Profit Sharing Plan and Trust



                         By:  /s/ Albert E. Gossweiler                      
                              --------------------------------------------------
                              Albert E. Gossweiler
                              Its Senior Vice President/Chief Financial Officer
                              As Plan Administrator on behalf of
                              Kearny Federal Savings Bank



                                INDEX TO EXHIBITS



Exhibit                   Description
-------                   -----------

4.1   Kearny Federal Savings Bank Employees' Savings and Profit Sharing Plan and
      Trust Basic Plan Document, with amendments
      
4.2   Kearny Federal Savings Bank Employees' Savings and Profit Sharing Plan and
      Trust Adoption Agreement with amendments
      
4.3   Summary Plan Description of the Plan
      
4.4   Trust Document for the Plan
      
5.1   Favorable  determination  letter dated March 7, 2002,  confirming that the
      Plan is qualified  under Section 401 of the Internal Revenue Code of 1986,
      as amended
      
23.1  Consent of Beard Miller Company LLP