PEOPLES SAVINGS FINANCIAL CORP /PA/
15-12G, 1998-09-04
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                       SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C.


                                     FORM 15


CERTIFICATION  AND NOTICE OF TERMINATION OF REGISTRATION  UNDER SECTION 12(g) OF
THE SECURITIES  EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER
SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

                                                  Commission File Number 0-22812
                                                                         -------


                      Peoples Savings Financial Corporation
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


           173 Main Street, Ridgway, Pennsylvania 15853 (814) 773-3195
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    (Address, including zip code, and telephone number, including area code,
                  of registrant's principal executive offices)

                     Common Stock, $0.10 par value per share
- --------------------------------------------------------------------------------
            (Title of each class of securities covered by this Form)


                                      None
- --------------------------------------------------------------------------------
       (Titles of all other classes of securities for which a duty to file
                 reports under section 13(a) or 15(d) remains)


         Please place an X in the box(es) to  designate,  the  appropriate  rule
provision(s) relied upon to terminate or suspend the duty to file reports:

        Rule 12g-4(a)(1)(i)       |X|               Rule 12h-3(b)(1)(i)     |X|
        Rule 12g-4(a)(1)(ii)      |_|               Rule 12h-3(b)(1)(ii)    |_|
        Rule 12g-4(a)(2)(i)       |_|               Rule 12h-3(b)(2)(i)     |_|
        Rule 12g-4(a)(2)(ii)      |_|               Rule 12h-3(b)(2)(ii)    |_|
                                                    Rule 15d-6              |X|

         Approximate  number of holders of record  as  of  the  certification or
notice date: 0
            ---

         Pursuant to the  requirements  of the  Securities  Exchange Act of 1934
Peoples Savings Financiall Corporation has caused this  certification/notice  to
be signed on its behalf by the undersigned duly authorized person.

Date:   August 31, 1998              By:   /s/ Glenn R. Pentz, Jr.
      -------------------------            -------------------------------------
                                           Chief Financial Officer and Secretary

Instruction:  This  form is  required  by Rules  12g-4,  12h-3  and 15d-6 of the
General Rules and  Regulations  under the  Securities  Exchange Act of 1934. The
registrant  shall file with the Securities and Exchange  Commission three copies
of Form 15,  one of which  shall be  manually  signed.  It may be  signed  by an
officer of the registrant,  by counsel or by any other duly  authorized  person.
The name and title of the  person  signing  the form  shall be typed or  printed
under the signature. 



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