NATIONAL PENN BANCSHARES INC
S-4, EX-99.4, 2000-09-12
NATIONAL COMMERCIAL BANKS
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                                                                    EXHIBIT 99.4

                        COMMUNITY INDEPENDENT BANK, INC.
                              201 North Main Street
                               Bernville, PA 19506


                    NOTICE OF SPECIAL MEETING OF SHAREHOLDERS


         To the Shareholders of Community Independent Bank, Inc.:

         Community Independent Bank, Inc. will hold a special meeting of
shareholders at Haag's Hotel, Shartlesville, Pennsylvania on _______
_____________, ______________, 2000, at 1:30 p.m., local time, to vote on:

         1. The merger agreement dated as of July 23, 2000 between Community
Independent Bank, Inc. and National Penn Bancshares, Inc. The merger agreement
provides for the merger of Community Independent Bank, Inc. into National Penn
Bancshares, Inc.

         2. Such other matters as may properly come before the special meeting
or any adjournment or postponement of the special meeting.

         Shareholders of record at the close of business on , 2000 are entitled
to notice of and to vote at the special meeting or any adjournment or
postponement of the special meeting.

         Shareholders are invited to attend the special meeting in person.
However, in order to ensure that your shares will be voted, please complete,
date, sign and promptly return the enclosed proxy card in the enclosed
postage-paid envelope, whether or not you plan to attend the special meeting.
You may revoke your proxy at any time prior to the voting by notice to the
Secretary of Community Independent Bank, Inc. or by delivery of a later-dated
proxy. If you attend the meeting in person, you may withdraw your proxy and vote
personally on all matters brought before the meeting.

                                            By Order of the Board of Directors



                                            Linda L. Strohmenger
                                            Secretary

Bernville, Pennsylvania
             , 2000
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