Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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    Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Filed By Romeo & Dye's Instant Form 4 Filer
www.section16.net

1. Name and Address of Reporting Person*

Fredericks, John W.

2. Issuer Name and Ticker or Trading Symbol
Lakeland Bancorp, Inc. - LBAI

6. Relationship of Reporting Person(s)
to Issuer (Check all applicable)
X Director                                       10% Owner
    Officer (give title below)          Other (specify below)

Chairman of the Board                             

(Last)      (First)     (Middle)

c/o Lakeland Bancorp, Inc.
250 Oak Ridge Road

3. I.R.S. Identification Number
of Reporting Person,
if an entity (voluntary)

 

4. Statement for
Month/Day/Year
1/27/03

(Street)

Oak Ridge, NJ 07438

5. If Amendment,
Date of Original
(Month/Day/Year)
 		 7. 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. Trans-
action
Date
(Month/ Day/
Year)

2A. Deemed
Execution
Date,
if any
(Month/Day/
Year)

3. Trans-
action Code
(Instr. 8)

4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 & 5)

5. Amount of
Securities
Beneficially
Owned Follow-
ing Reported Transactions(s)
(Instr. 3 & 4)

6. Owner-
ship 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

 

 

 

 

 

234,561(1)

D

 

Common Stock

1-24-03

 

J(2)

 

11,000

D

 

140,944(3)

I

By Wife

Common Stock

 

 

 

 

 

 

 

116,618(4)

I

Held by trust of which Mr. Fredericks is a trustee

Common Stock

1-24-03

 

J(5)

 

11,000

A

 

11,000

I

Held by Fredericks Fuel & Heating Service in which Mr. Fredericks is President.
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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FORM 4 (continued)

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. Conver-
sion or
Exercise
Price of Derivative Security

3. Trans-
action Date

(Month/
Day/
Year)

3A. Deemed
Execution
Date,
if any
(Month/
Day/
Year)

4. Trans-
action
Code

(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)

(Instr. 3, 4 & 5)

6. Date Exercisable
and Expiration
Date
(Month/Day/
Year)

7. Title and Amount of Underlying Securities
(Instr. 3 & 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of
Derivative
Securities
Beneficially
Owned
Following
Reported Transaction(s)
(Instr. 4)

10. Owner-
ship Form
of Deriv-
ative
Security:
Direct (D)
or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

V

(A)

(D)

Date Exer-cisable

Expira-
tion
Date

Title

Amount or Number of
Shares

Explanation of Responses:

(1) Includes 11,128 shares acquired as part of a 5% stock dividend paid by the Company on November 15, 2002 to shareholders of record October 31, 2002 and 859 shares acquired as part of the Company's Dividend Reinvestment Plan.
(2) On January 24, 2003, 11,000 shares were transfered from the account of Jane Fredericks to the account of Fredericks Fuel & Heating Service.
(3) Includes 7,233 shares acquired as part of a 5% stock dividend paid by the Company on November 15, 2002 to shareholders of record October 31, 2002 and 40 shares acquired as part of the Company's Dividend Reinvestment Plan.
(4) Includes 5,527 shares acquired as part of a 5% stock dividend paid by the Company on November 15, 2002 to shareholders of record October 31, 2002 and 537 shares acquired as part of the Company's Dividend Reinvestment Plan.
(5) On January 24, 2003, 11,000 shares were transfered from the account of Jane Fredericks to the account of Fredericks Fuel & Heating Service.
  By: /s/ Harry Cooper, Power of Attorney
              
**Signature of Reporting Person		 1-27-03
Date

**Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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