UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
(Mark One)
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended SEPTEMBER 30, 2000
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OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____________________ to ___________________
Commission file number 0-11783
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ACNB CORPORATION
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(Exact name of corporation as specified in its charter)
PENNSYLVANIA 23-2233457
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
675 OLD HARRISBURG ROAD, GETTYSBURG, PA 17325
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(Address of principal executive offices) (Zip Code)
(717) 334-3161
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(corporation's telephone number, including area code)
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(Former name, former address and former fiscal year,
if changed since last report.)
Indicate by check mark whether the corporation (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
corporation was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes X No
--- ---
APPLICABLE ONLY TO ISSUERS INVOLVED
IN BANKRUPTCY PROCEEDINGS DURING
THE PRECEDING FIVE YEARS:
Indicate by check mark whether the corporation has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a
plan confirmed by a court. Yes ___ No ___
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class - Common Stock ($2.50 par value)
Outstanding at October 31, 2000 - 5,501,468
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<TABLE>
<CAPTION>
PART I ITEM I FINANCIAL INFORMATION
ACNB CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CONDITION
30-Sep 30-Sep 31-Dec
2000 1999 1999
(000 omitted)
-------------------------------------
<S> <C> <C> <C>
ASSETS
Cash and Due from Banks $ 21,772 $ 36,417 $ 33,679
Investment Securities
Securities Held to Maturity 61,422 57,123 54,474
Securities Available for Sale 112,559 102,947 98,631
-------- -------- --------
Total Investment Securities 173,981 160,070 153,105
Federal Funds Sold 1,834 2,874 1,711
Loans 358,801 341,831 347,787
Less: Reserve for Loan Losses (3,643) (3,551) (3,543)
-------- -------- --------
Net Loans 355,158 338,280 344,244
Premises and Equipment 4,431 4,648 4,524
Other Real Estate 1,036 213 171
Other Assets 9,478 8,774 8,518
-------- -------- --------
TOTAL ASSETS $567,690 $551,276 $545,952
======== ======== ========
LIABILITIES
Deposits
Noninterest Bearing 63,067 58,367 61,711
Interest Bearing 382,431 397,978 390,922
-------- -------- --------
Total Deposits 445,498 456,345 452,633
Securities Sold Under
Agreement To Repurchase 32,651 28,766 29,377
Borrowing Federal Home Loan Bank 23,300 0 0
Demand Notes U.S. Treasury 450 450 450
Other Liabilities 4,807 5,000 3,629
-------- -------- --------
TOTAL LIABILITIES 506,706 490,561 486,089
SHAREHOLDERS' EQUITY
Common Stock ($2.50 par value)
20,000,000 shares authorized:
5,581,432 shares issued and
outstanding at 9/30/00 13,954 14,435 14,372
Surplus 0 2,487 1,963
Retained Earnings 48,046 45,120 45,761
Net unrealized gains (losses)
on securities available for sale (1,016) (1,327) (2,233)
-------- -------- --------
TOTAL SHAREHOLDERS' EQUITY 60,984 60,715 59,863
TOTAL LIABILITIES AND SHAREHOLDERS'
EQUITY $567,690 $551,276 $545,952
======== ======== ========
</TABLE>
See accompanying notes to financial statements.
PAGE 2
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<TABLE>
<CAPTION>
ACNB CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
Three Months Ended Nine Months Ended
9/30 9/30
2000 1999 2000 1999
(000 omitted) (000 omitted)
------------------ -----------------
<S> <C> <C> <C> <C>
INTEREST INCOME
Loan Interest and Fees $7,293 $6,785 $21,158 $20,290
Interest and Dividends on
Investment Securities 2,925 2,414 8,206 7,404
Interest on Federal Funds Sold 29 42 67 114
Interest on Balances with
Depository Institutions 43 356 299 726
______ ______ _______ _______
TOTAL INTEREST INCOME 10,290 9,597 29,730 28,534
INTEREST EXPENSE
Deposits 3,849 3,718 11,172 11,365
Other Borrowed Funds 536 252 1,182 637
______ ______ _______ _______
TOTAL INTEREST EXPENSE 4,385 3,970 12,354 12,002
NET INTEREST INCOME 5,905 5,627 17,376 16,532
Provision for Loan Losses 60 50 180 230
______ ______ _______ _______
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES 5,845 5,577 17,196 16,302
OTHER INCOME
Trust Department 178 131 480 425
Service Charges on Deposit
Accounts 260 238 712 717
Other Operating Income 243 339 773 1,092
Securities Gains 0 0 24 0
______ ______ _______ _______
TOTAL OTHER INCOME 681 708 1,989 2,234
OTHER EXPENSES
Salaries and Employee Benefits 1,834 1,818 5,623 5,651
Premises and Fixed Assets 477 498 1,430 1,542
Other Expenses 869 870 2,754 2,703
______ ______ _______ _______
TOTAL OTHER EXPENSE 3,180 3,186 9,807 9,896
INCOME BEFORE INCOME TAX 3,346 3,099 9,378 8,640
Applicable Income Tax 1,096 1,154 3,050 2,882
______ ______ _______ _______
NET INCOME $2,250 $1,945 $ 6,328 $ 5,758
====== ====== ======= =======
EARNINGS PER SHARE* $0.40 $0.34 $1.12 $0.99
DIVIDENDS PER SHARE* 0.20 0.20 0.60 0.60
</TABLE>
*Based on 5,661,063 shares outstanding in 2000 and 5,790,058 in 1999
See accompanying notes to financial statements.
Page 3
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<TABLE>
<CAPTION>
ACNB CORPORATION AND SUBSIDIARIES
STATEMENT OF CASH FLOWS
Nine months ended
9/30
2000 1999
(000 omitted)
---------------------------
<S> <C> <C>
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
Cash Flows from Operating Activities:
Interest and Dividends Received $ 29,321 $ 28,638
Fees and Commissions Received 2,506 2,521
Interest Paid (11,656) (11,824)
Cash Paid to Suppliers and Employees (9,806) (11,614)
Income Taxes Paid (3,261) (3,079)
Net Cash Provided by Operating Activities 7,104 4,642
Cash Flows from Investing Activities:
Proceeds from Maturities of Investment Securities
and Interest Bearing Balances with Other Banks 10,725 13,266
Purchase of Investment Securities and Interest
Bearing Balances with Other Banks (30,384) (13,900)
Principal Collected on Loans 45,497 44,027
Loans Made to Customers (57,455) (33,739)
Capital Expenditures (277) (256)
Net Cash (Used) Provided in Investing Activities (31,894) 9,398
Cash Flow from Financing Activities:
Net Increase in Demand Deposits, NOW Accounts, and
Savings Accounts 6,916 10,128
Proceeds from Sale of Certificates of Deposit 17,324 29,698
Payments for Maturing Certificates of Deposit (28,101) (34,333)
Dividends Paid (3,414) (3,470)
Increase (Decrease) in Borrowings 23,300 350
Retirement of Common Stock (3,019) (643)
Net Cash Provided by Financing Activities 13,006 1,730
Net Increase (Decrease) in Cash and Cash Equivalents (11,784) 15,770
Cash and Cash Equivalents: Beginning of Period 35,390 23,521
End of Period $ 23,606 $ 39,291
RECONCILIATION OF NET INCOME TO NET CASH PROVIDED BY
OPERATING ACTIVITIES
Net Income $ 6,328 $ 5,758
Adjustments to Reconcile Net Income to Net Cash
Provided by Operating Activities:
Depreciation and Amortization 370 485
Provision for Possible Credit Losses 180 230
Provision for Deferred Taxes 0 (137)
(Amortization) Accretion of Investment Securities
Premiums 83 (90)
Increase (Decrease) in Taxes Payable (211) (60)
(Increase) Decrease in Interest Receivable (903) 129
Increase (Decrease) in Interest Payable 698 178
Increase (Decrease) in Accrued Expenses (312) 709
(Increase) Decrease in Other Assets (57) (2,912)
Increase (Decrease) in Other Liabilities 928 352
Net Cash Provided by Operating Activities $ 7,104 $ 4,642
</TABLE>
DISCLOSURE OF ACCOUNTING POLICY
For purposes of reporting cash flows, cash and cash equivalents include cash
on hand, amounts due from banks, and federal funds sold. Generally, federal
funds are purchased and sold for one-day periods.
Page 4
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ACNB CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. In the opinion of management, the accompanying unaudited consolidated
financial statements contain all adjustments necessary to present
fairly ACNB Corporation's financial position as of September 30, 2000
and 1999 and December 31, 1999 and the results of its operations for
the three and nine months ended September 30, 2000 and 1999 and changes
in financial position for the nine months then ended. All such
adjustments are of a normal recurring nature.
The accounting policies followed by the company are set forth in Note A
to the company's financial statements in the 1999 ACNB Corporation Annual
Report on Form 10-K filed with the Securities and Exchange Commission.
2. The book and approximate market value of securities owned at September
30, 2000 and December 31, 1999 were as follows:
9/30/00 12/31/99
Amortized Fair Amortized Fair
Cost Value Cost Value
(000 omitted)
---------------------------------------
U.S. Treasury and U.S. Government
Agencies (held to maturity) $ 51,268 $50,839 $ 42,249 $41,477
State and Municipal (held to
maturity) 3,419 3,383 4,321 4,266
Corporate (held to maturity) 6,735 6,726 7,904 7,860
U.S. Government Agencies
(available for sale) 110,400 108,861 98,558 95,175
Restricted Equity Securities 3,698 3,698 3,456 3,456
-------- -------- -------- --------
TOTAL $175,520 $173,507 $156,488 $152,234
Income earned on investment securities was as follows:
Nine Months Ended September 30
2000 1999
(000 omitted)
------------------------------
U.S. Treasury $ 759 $ 912
U.S. Government Agencies 6,759 5,885
State and Municipal 135 267
Other Investments 553 340
------ ------
$8,206 $7,404
Page 5
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3. Gross loans are summarized as follows:
September 30 December 31
2000 1999
(000 omitted)
-----------------------------------
Real Estate $310,972 $308,241
Real Estate Construction 17,022 13,188
Commercial and Industrial 17,885 12,697
Consumer 12,922 13,661
-------- --------
Total Loans $358,801 $347,787
4. Earnings per share are based on the weighted average number of shares
outstanding during each period. Weighted average shares outstanding
for the nine month periods ended September 30, 2000 and 1999 were
5,661,063 and 5,790,058, respectively.
5. Dividends per share were $.60 and $.60 for the nine month periods ended
September 30, 2000 and 1999, respectively. This represented a 54%
payout of net income in 2000 and a 61% payout in 1999.
6. The results of operations for the nine month periods ended September 30,
2000 and 1999 are not necessarily indicative of the results to be
expected for the full year.
7. All financial results have been restated to reflect the acquisition of
Farmers National Bancorp, Inc. by ACNB Corporation effective March 1,
1999.
Page 6
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ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Results of Operations
The Registrant's discussion and analysis of the significant changes in the
results of operations, capital resources and liquidity presented in the
accompanying consolidated financial statements for the Registrant, and its
wholly-owned subsidiaries, Adams County National Bank and Farmers National
Bancorp, Inc., follow. The Registrant's consolidated financial condition
and results of operations consist almost entirely of the banks' financial
condition and results of operations. This discussion should be read in
conjunction with the corporation's 1999 Annual Report to Shareholders.
Current performance does not guarantee, assure, and is not necessarily
indicative of similar performance in the future.
In addition to historical information, this Form 10-Q may contain
forward-looking statements. From time to time, the corporation may publish
forward-looking statements relating to such matters as anticipated financial
performance, business prospects, technological developments, new products,
research and development activities and similar matters. The Private
Securities Litigation Reform Act of 1995 provides a safe harbor for
forward-looking statements. In order to comply with the terms of the safe
harbor, the corporation notes that a variety of factors could cause the
corporation's actual results and experience to differ materially from the
anticipated results or other expectations expressed in the corporation's
forward-looking statements. The risks and uncertainties that may affect the
operations, performance, development and results of the corporation's
business include the following: general economic conditions, including their
impact on capital expenditures; business conditions in the banking
industry; the regulatory environment; rapidly changing technology and evolving
banking industry standards; competitive factors, including increased
competition with community, regional and national financial institutions;
new service and product offerings by competitors and price pressures; and
similar items.
Three months ended September 30, 2000 compared to three months ended
September 30, 1999
Net Income for the quarter ending September 30, 2000 was $2,250,000, up
$305,000 from the third quarter of 1999. The increase in net income was due
primarily to an increase in net interest income. Net income per share, for
the third quarter, was $.40, compared to the $.34 earned in the same period
in 1999.
An explanation of the factors and trends that caused changes between the two
periods, by major earnings category, follows.
Total interest income for the third quarter of 2000 was $10,290,000,
$693,000 or 7% above the $9,597,000 earned in the same period of 1999. The
$693,000 increase in interest income was due to a general rise in market
interest rates and growth in total loans. The average yield on earning
assets has increased 21 basis points over the same quarter in 1999. In an
effort to manage interest rate risk, the bank continues to invest in
mortgage-backed securities classified as available-for-sale and now holds a
total volume of over $91 million.
Total interest expense for the third quarter of 2000 was $4,385,000,
$415,000 or 10% above the $3,970,000 incurred for the same period in 1999.
The $415,000 increase in interest expense was due primarily to the upward
pressure on interest rates mentioned above.
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Net interest income for the third quarter of 2000 was $5,905,000, compared
to the $5,627,000 earned in the same period of 1999. The bank is being
cautious on raising deposit interest rates, and loan growth and higher loan
rates have improved margins.
Total non-interest income for the third quarter of 2000 was $681,000,
$27,000 or 4% less than the same quarter in 1999. This was caused by a fall
off in mortgage and installment loan insurance fees and appraisal fees.
Total non-interest expense for the third quarter of 2000 was $3,180,000,
$6,000 less than the $3,186,000 incurred for the third quarter of 1999.
There were no major differences from last year.
The provision for income taxes in the third quarter decreased $58,000 due to
greater tax-free income and tax credits.
Nine months ended September 30,2000 compared to nine months ended September
30,1999
Net income for the first nine months of 2000 was $6,328,000, up $570,000 or
10% above the $5,758,000 earned for the same period of 1999. The increase
in net income was due primarily to improved net interest income and lower
loan loss provision as explained below. For the nine month period
(annualized) of 2000, the return on average assets (ROA) and return on
average equity (ROE) were 1.53% and 14.17%, respectively, compared to 1.40%
and 12.50%, respectively, for 1999.
At September 30, 2000, total assets were approximately $568 million,
reflecting a $16 million or 3% increase above September 30, 1999. Book
value per share was $10.93 on September 30, 2000, compared to $10.51 on
September 30,1999. The corporation's capital remained sound as shown by
Total Shareholders Capital Ratio of 10.74% and a Total Risk-Based Capital
Ratio of 20.16% on September 30, 2000.
Total interest income for the current nine month period was $29,730,000 up
$1,196,000 or 4% from the $28,534,000 earned in the same period of 1999.
The $1,196,000 increase in total interest income was due to rising interest
rates in the general market economy translating to higher rates on new
loans and securities.
Total interest expense for the current nine month period was $12,354,000, up
$352,000 or 3% above the $12,002,000 incurred for the same period in 1999.
The $352,000 increase in total interest expense was due to growth in
borrowings and an increase in deposit interest rates.
Net interest income was $17,376,000 for the current period, $844,000 above
the first nine months in 1999. Margins are improving and boosting total
interest income. The bank has not been aggressive in bidding for deposits,
which held down interest expense, but has also limited deposit growth.
Total non-interest income for the current nine month period was $1,989,000,
$245,000 or 11% below the same period in 1999. The shortfall was centered
in an insurance policy settlement on a key employee who died prematurely in
1999 and the inability to replace that income.
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Total non-interest expense for the current nine month period was $9,807,000,
$89,000 below the $9,896,000 incurred for the same period in 1999. The
decrease was located in the previously mentioned insurance policy and lower
expense for premises due to the closing of a supermarket branch.
The provision for income taxes was $3,050,000 for the current period,
$168,000 above the same period in 1999 due to greater pretax income.
INTEREST RATE SPREAD AND NET YIELD ON EARNING ASSETS
Nine Months Ended
9/30/00 9/30/99
Rate Rate
------- -------
Earning Assets 7.53% 7.24%
Interest Bearing Liabilities 3.88% 3.79%
Interest Rate Spread 3.65% 3.45%
Net Yield on Earning Assets 4.40% 4.19%
Net Yield on Earning Assets is the difference, stated in percentages,
between the interest earned on loans and other investments and the interest
paid on deposits and other sources of funds. The Net Yield on Earning
Assets is one of the best analytical tools available to demonstrate the
effect of interest rate changes on the corporation's earning capacity.
The Net Yield on Earning Assets, for the first nine months of 2000, was up
21 basis points compared to the same period in 1999. This is a result of
higher market yields and growth on loans and securities. In addition, the
corporation has not raised rates on deposits at the same speed.
PROVISION AND RESERVE FOR POSSIBLE LOAN LOSSES
Reserve for Possible Loan Losses
(In Thousands) Nine Months Ended
9/30/00 9/30/99
------- -------
Balance at Beginning of Period 3,543 3,594
Provision Charged to Expense 180 230
Loans Charged Off 118 313
Recoveries 38 40
Balance at End of Period 3,643 3,551
Ratios:
Net Charge-offs to:
Net Income 1.26% 4.74%
Total Loans .02% .08%
Reserve for Possible Loan Losses 2.20% 7.69%
Reserve for Possible Loan Losses to:
Total Loans 1.02% 1.04%
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The Reserve for Possible Loan Losses at September 30, 2000 was $3,643,000
(1.02% of Total Loans), an increase of $92,000 from $3,551,000 (1.04% of
Total Loans) at the end of the first nine months of 1999. Loans past due 90
days and still accruing amounted to $1,897,000 and non-accrual loans
totaled $719,000 as of September 30, 2000. The ratio of non-performing
assets plus other real estate owned to total assets was .64% at September
30, 2000. All properties are carried at the lower of market or book value
and are not considered to represent significant threat of loss to the bank.
Other Real Estate Owned increased $865,000 since year-end due to foreclosure
on a housing development that was acquired in the second quarter of 2000.
Loans past due 90 days and still accruing were $1,920,000 at year end 1999
while non-accruals stood at $1,615,000. The bulk of the corporation's real
estate loans are in owner occupied dwellings. Management believes that
internal loan review procedures will be effective in recognizing and
correcting any real estate lending problems that may occur due to current
economic conditions. Interest not accrued, due to an average of $1,756,000
in non-accrual loans, was approximately $119,000 for the first nine months
of 2000.
The bank considers a loan impaired when, based on current information and
events, it is probable that a creditor will be unable to collect all amounts
due. We measure impaired loans based on the present value of expected
future cash flows, discounted at the loan's effective interest rate, or as a
practical expedient, at the loan's observable market price or the fair value
of the collateral if the loan is collateral dependent. If the measure of
the impaired loan is less than its recorded investment a creditor must
recognize an impairment by creating, or adjusting, a valuation allowance
with a corresponding charge to loan loss expense. The corporation uses the
cash basis method to recognize interest income on loans that are impaired.
All of the corporation's impaired loans were on a non-accrual status for
all reported periods.
CAPITAL MANAGEMENT
Total Shareholders' Equity was $60,984,000 at September 30, 2000 compared to
$60,715,000 at September 30, 1999, an increase of $269,000. The ratio of
Total Shareholders' Equity to Total Assets was 11.01% at September 30, 1999,
10.96% at December 31, 1999, and 10.74% at September 30, 2000. The total
risk-based capital ratio was 20.16% at September 30, 2000. The leverage
ratio was 10.89% at September 30, 2000, and 11.05% during the same period in
1999. Capital at the corporation remains strong even with a 54% dividend
payout ratio. The corporation repurchased and retired 167,300 shares since
year-end 1999.
LIQUIDITY AND INTEREST RATE SENSITIVITY
Management believes that the corporation's liquidity is adequate. Liquid
assets (cash and due from banks, federal funds sold, money market
instruments, available for sale securities and held to maturity investment
securities maturing within one year) were 27% of total assets at September
30, 2000. This mix of assets would be readily available for funding any
cash requirements. In addition, the bank has an approved line of credit of
$225,621,000 at the Federal Home Loan Bank of Pittsburgh with $23,300,000
outstanding at September 30, 2000.
As of September 30, 2000, the cumulative asset sensitive gap was 3.8% of
total assets at one month, .1% at six months, and 9.1% at one year.
Adjustable rate mortgages, which have an annual interest rate cap of 2%, are
considered rate sensitive. Passbook savings and NOW accounts are carried in
the one to five year category while half of money market deposit accounts
are spread over the four to twelve month category and the other half are
shown to mature in the one to three year category.
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There are no known trends or demands, commitments, events or uncertainties
that will result in, or that are reasonably likely to result in, liquidity
increasing or decreasing in any material way. Aside from those matters
described above, management does not currently believe that there are any
known trends or uncertainties which would have a material impact on future
operating results, liquidity or capital resources nor is it aware of any
current recommendations by the regulatory authorities which if they were to
be implemented would have such an effect, although the general cost of
compliance with numerous and multiple federal and state laws and regulation
does have and in the future may have a negative impact on the corporation's
results of operations.
ITEM 3
QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
Management monitors and evaluates changes in market conditions on a regular
basis. Based upon the most recent review management has determined that
there have been no material changes in market risks since year end. For
further discussion of year end information, refer to the annual report.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings - Nothing to report.
Item 2. Changes in Securities and Use of Proceeds - Nothing to report.
Item 3. Defaults Upon Senior Securities - Nothing to report.
Item 4. Submission of Matters to a Vote of Security Holders - Nothing to
report.
Item 5. Other Information - Nothing to report.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
The following Exhibits are included in this Report:
Exhibit 3(i) Articles of Incorporation of Registrant (Incorporated by
Reference to Exhibit 3 (i) in Registrant's Annual Report on
Form 10-K for the year ended December 31, 1999).
Exhibit 3(ii) Bylaws of Registrant (Incorporated by Reference to Exhibit
3(ii) in Registrant's Report of Form 8-K, filed with the
Commission on March 25, 1998).
Exhibit 10.1 Executive Employment Agreement Dated as of January 1, 1998
between Adams County National Bank, ACNB Corporation and
Ronald L. Hankey (Incorporated By Reference to Exhibit 99
of the Registrant's Current Report on Form 8-K, Filed with
the Commission on March 25, 1998).
Exhibit 11 Statement Regarding Computation of Earnings Per Share.
Exhibit 27 Financial Data Schedule.
(b) Report on Form 8-K.
The Registrant filed no Current Report on Form 8-K during the
quarter ended September 30, 2000.
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
ACNB CORPORATION
Ronald L. Hankey, President
John W. Krichten, Secretary/Treasurer
October 31, 2000
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EXHIBIT INDEX
Exhibit Number Description
------------- --------------------------------------------------------
Exhibit 3(i) Articles of Incorporation of Registrant (Incorporated by
Reference to Exhibit 3(i) of Registrant's Annual
Report on Form 10-K for the year ended December 31, 1999).
Exhibit 3(ii) Bylaws of Registrant (Incorporated by Reference to Exhibit
3(ii) of Registrant's Report on Form 8-K, filed with
the Commission on March 25, 1998).
Exhibit 10.1 Executive Employment Agreement Dated as of January 1, 1998
between Adams County National Bank, ACNB Corporation
and Ronald L. Hankey (Incorporated By Reference to
Exhibit 99 of the Registrant's Current Report on Form
8-K, Filed with the Commission on March 25, 1998).
Exhibit 11 Statement Regarding Computation of Earnings Per Share.
Exhibit 27 Financial Data Schedule.
Page 13
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