X0202 4 2004-12-31 0000700733 NATIONAL PENN BANCSHARES INC NPBC 0001145534 KROTT FREDERICK P PHILADELPHIA & READING AVENUES P. O. BOX 547 BOYERTOWN PA 19512-0547 1 0 0 0 Common Stock 2004-11-23 5 G 0 E 236 0 D 3528.6732 D Common Stock 2004-12-31 5 J 0 E 53.0996 0 A 3581.7728 D Common Stock 2004-12-31 5 J 0 E 6.9311 0 A 498.3529 I Daughter Common Stock 2004-12-31 5 J 0 E 9.237 0 A 664.1127 I Son Common Stock 2004-11-23 5 G 0 E 236 0 A 656.5759 I Spouse Common Stock 2004-12-31 5 J 0 E 5.9135 0 A 662.4894 I Spouse Phantom Stock 2004-12-31 4 A 0 686.1767 0 A Common Stock 686.1767 3871.8704 D Shares acquired upon reinvestment of cash dividends under the Company's exempt Dividend Reinvestment Plan : 3.3448 on 8/17/04 and 3.5863 on 11/17/04. Includes 758.066 shares acquired pursuant to the Company's payment of a five-for-four stock split declared August 25, 2004 and paid September 30, 2004. Includes 84.6902 shares acquired pursuant to the Company's payment of a five-for-four stock split declared August 25, 2004 and paid September 30, 2004. The phantom stock units were accrued under the National Penn Bancshares, Inc. Directors' Fee Plan and are to be settled in National Penn Bancshares, Inc. common stock upon the reporting person's retirement as a director or reaching the age of 65, as elected by such person. Shares acquired upon reinvestment of cash dividends under the Company's exempt Dividend Reinvestment Plan: 4.4574 on 8/17/04 and 4.7796 on 11/17/04. Includes 98.9533 shares acquired pursuant to the Company's payment of a five-for-four stock split declared August 25, 2004 and paid September 30, 2004. Shares acquired upon reinvestment of cash dividends under the Company's exempt Dividend Reinvestment Plan: 2.8749 on 8/17/04 and 3.0386 on 11/17/04. Includes 44.5006 phantom stock units acquired upon reinvestment of dividend accrued on phantom stock units under the Directors' Fee Plan: 21.4584 on 8/17/04 and 23.0422 on 11/17/04. Because the Company has a dividend reinvestment plan available to substantially all of its shareholders on terms similar to the dividend reinvestment feature of the Directors' Fee plan, the acquisition of phantom stock units with reinvested dividends is exempt from line item reporting under SEC Rule 16a-11. Also includes 632.5303 shares acquired pursuant to the Company's payment of a five-for-four stock split declared August 25, 2004 and paid September 30, 2004. Shares acquired upon reinvestment of cash dividends under the Company's exempt Dividend Reinvestment Plan: 25.6559 on 8/17/04 and 27.4437 on 11/17/04. Includes 131.8666 shares acquired pursuant to the Company's payment of a five-for-four stock split declared August 25, 2004 and paid September 30, 2004. 1 for 1 Teresa D. Steuer/Sandra L. Spayd, POA 2005-01-03