UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
August 25, 1997
CNB FINANCIAL CORP.
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(Exact name of registrant as specified in its charter)
Commission File Number 33-45522
New York 22-3203747
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
24 Church Street, Canajoharie, N.Y. 13317
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(Address of principal executive offices--Zip code)
Registrant's telephone number, include area code (518) 673-3243
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FORM 8-K--CURRENT REPORT
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS
On August 25, 1997, the Board of Directors agreed to dismiss Price Waterhouse
LLP as its independent accountants.
During the two fiscal years ended December 10, 1996, and the subsequent interim
period through June 30, 1997, (i) there were no disagreements with Price
Waterhouse LLP on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedures, which make reference
in connection with its report to the subject matter of the disagreement, and
(ii) Price Waterhouse LLP has not advised the registrant of any reportable
events as defined in paragraph (A) through (D) of Regulation S-K Item
304(a)(l)(v).
The accountants' report of Price Waterhouse LLP on the consolidated financial
statements of CNB Financial Corp. and subsidiaries as of and for the years ended
December 30, 1996, and December 31, 1995, did not contain any adverse opinion
or disclaimer of opinion, and was not qualified or modified as to uncertainty,
audit scope, or accounting principles. A letter from Price Waterhouse LLP will
follow.
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SIGNATURES
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.
CNB FINANCIAL CORP.
Registrant
Date: September 3, 1997 By /s/ PETER J. CORSO
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Peter J. Corso
Executive Vice President and
Chief Financial Officer
