COMMUNITY BANK SYSTEM INC
8-K, 1997-08-05
NATIONAL COMMERCIAL BANKS
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                                  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: June 16, 1997
                        (Date of earliest event reported)


                           COMMUNITY BANK SYSTEM, INC.
             (Exact name of registrant as specified in its charter)



        Delaware                         0-11716                 16-1213679
(State or other Jurisdiction    (Commission File Number)    (I. R. S. Employer
of incorporation)                                        Identification number)


                 5790 Widewaters Parkway, DeWitt, New York 13214
               (Address of principal executive offices) (Zip Code)


                          Registrant's telephone number
                       including area code: (315) 445-2282


                                 Not Applicable
          (Former name or former address, if changed since last report)



<PAGE>


Items 1-4.                          Not Applicable

Item 5.                             Other Events

News Release dated August 4, 1997  announcing  the purchase of 20 branch offices
in two separate  transactions.  Eight (8) branch offices  purchased from KeyBank
N.A. (New York) on June 16, 1997 and twelve (12) branch  offices  purchased from
Fleet Bank on July 18, 1997.


<PAGE>

NEWSRELEASE
COMMUNITY BANK SYSTEM, INC.
5790 Widewaters Parkway
DeWitt, New York  13214
                                                           For further
                                                           information
                                                           please
                                                           contact:

                                                David G. Wallace
                                                SVP and Chief Financial Officer
                                                Office:  315/445-2282
                                                FAX:    315/445-2997

FOR IMMEDIATE RELEASE

                   COMMUNITY BANK, N.A. PURCHASES 20 BRANCHES

         SYRACUSE,  NY, August 4, 1997 -----  Community  Bank,  N.A.  (CBNA),  a
wholly-owned  banking  subsidiary of Community  Bank System,  Inc.  (NASDAQ NMS:
CBSI),  is pleased to announce the  successful  completion of its  purchase,  in
separate transactions, of eight Western New York branches from KeyBank N.A. (New
York) ("Key") and twelve  Northern New York branches from Fleet Bank  ("Fleet").
The  acquisition  of the branches  from Key closed on June 16,  1997,  while the
acquisition of the Fleet branches closed on July 18, 1997.

         The branches and their  respective  counties  are:  Alfred,  Cuba,  and
Wellsville in Allegany County; Gowanda in Cattaraugus County; Clymer, Cassadaga,
Ripley,  and Sherman in Chautauqua  County for the Key branch  acquisition;  and
Ogdensburg(2),  Gouverneur,  and Massena(2) in St.  Lawrence  County;  St. Regis
Falls in  Franklin  County;  Lowville  in Lewis  County;  Old Forge in  Herkimer
County;  Boonville in Oneida County;  and Clayton and  Watertown(2) in Jefferson
County for the Fleet branch  acquisition.  As a result of these  purchases,  the
bank's  assets have been  increased  to in excess of $1.6 billion and its branch
network has been expanded to 68 customer  facilities.  Within 90 days,  three of
these  facilities are expected to be closed,  with  customers  being serviced at
other CBNA locations.

         Sanford  A.  Belden,  President  and Chief  Executive  Officer of CBNA,
welcomed the  customers and  employees in these  branches,  stating that the new
locations  strategically  fill in or add  adjacent  markets  to CBNA's  existing
branch  network,   strengthen  service  delivery  efficiency,  and  enlarge  the
marketplace for loan and fee income products.

         CBSI is a registered  bank holding  company based in DeWitt,  New York.
CBNA, its wholly-owned banking subsidiary,  serves customers throughout Northern
New York, the Finger Lakes region, the Southern Tier, and Southwestern New York.
CBSI is also parent to Benefit Plans  Administrative  Services,  Inc.  (BPA),  a
pension  administration  and consulting firm located in Utica,  New York serving
sponsors of defined benefit and defined contribution plans.

                                   ***
<PAGE>


                                   SIGNATURES


         Pursuant to the  requirements  of the  Securities  and  Exchange Act of
1934,  the  Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.



                                                    Community Bank System, Inc.
                                                    (Registrant)


                                                    by:/s/ Sanford A. Belden
                                                       Sanford A. Belden
                                                       President and
                                                       Chief Executive Officer



August 4, 1997



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