UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) August 19, 2004
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CITIZENS & NORTHERN CORPORATION
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(Exact name of registrant as specified in its charter)
Pennsylvania 0-16084 23-2451943
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
90-92 Main Street, Wellsboro, PA 16901
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(Address of Principal Executive Office) (Zip Code)
Registrant's telephone number, including area code (570) 724-3411
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N/A
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
( ) Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
( ) Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
( ) Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
( ) Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT
ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS;
CHANGE IN FISCAL YEAR
On August 19, 2004, the Board of Directors of Citizens & Northern Corporation
voted to increase the maximum age for eligibility for election as a member of
the Board to sixty-eight (68) years from sixty-five (65) years. This change was
effective immediately upon adoption by the Board. A copy of the amended By-Laws
of Citizens & Northern Corporation is included as Exhibit 3.1 to this Form 8-K.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
Exhibit 3.1 - Citizens & Northern Corporation By-Laws, as Amended
August 19, 2004
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this Current Report on Form 8-K to be signed on its
behalf by the undersigned thereunto duly authorized.
CITIZENS & NORTHERN CORPORATION
Date: 8/25/04 By: /s/ Craig G. Litchfield
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Name: Craig G. Litchfield
Title: Chairman, President and
Chief Executive Officer
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