Board of Directors and Shareholders
Penns Woods Bancorp, Inc.
We have reviewed the accompanying consolidated balance sheet of Penns Woods Bancorp, Inc. and subsidiary
as of June 30, 2000, and the related consolidated statement of income for the three- and six-month periods
ended June 30, 2000 and 1999, and the consolidated statement of cash flows for the six-month periods ended
June 30, 2000 and 1999, and the consolidated statement of changes in shareholders' equity for the six-month
period ended June 30, 2000. These financial statements are the responsibility of the Company's management.
We conducted our review in accordance with standards established by the American Institute of Certified Public
Accountants. A review of interim financial information consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and accounting matters. It is substantially
less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of
which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not
express such an opinion.
Based on our review, we are not aware of any material modifications that should be made to the accompanying
financial statements for them to be in conformity with generally accepted accounting principles.
We have previously audited, in accordance with generally accepted auditing standards, the consolidated balance
sheet as of December 31, 1999, and the related consolidated statements of income, changes in stockholders'
equity, and cash flows for the year then ended (not presented herein); and in our report dated January 21, 2000,
we expressed an unqualified opinion on those consolidated financial statements.
August 10, 2000