Exhibit 21

                         SUBSIDIARIES OF THE REGISTRANT

     The following is a list of the operating subsidiaries owned by Susquehanna.
Only those subsidiaries marked with an * meet the definition of "significant
subsidiary" under Rule 1-02(w) of Regulation S-X.

1.  *Farmers First Bank, 9 East Main Street, Lititz, Pennsylvania; a bank and
     trust company organized under the Pennsylvania Banking Code of 1965.

2.   Susquehanna Trust & Investment Company, 26 North Cedar Street, Lititz,
     Pennsylvania; a trust company organized under the laws of the Commonwealth
     of Pennsylvania and a wholly-owned subsidiary of Farmers First Bank.

3.   Citizens Bank of Southern Pennsylvania, 35 North Carlisle Street,
     Greencastle, Pennsylvania; a bank and trust company organized under the
     Pennsylvania Banking Code of 1965.

4.   First Susquehanna Bank & Trust, 400 Market Street, Sunbury, Pennsylvania; a
     bank and trust company organized under the Pennsylvania Banking Code of
     1965.

5.   WNB Bank, 329 Pine Street, Williamsport, Pennsylvania; a bank and trust
     company organized under the Pennsylvania Banking Code of 1965.

6.  *Farmers & Merchants Bank and Trust, 59 West Washington Street, Hagerstown,
     Maryland; a bank and trust company organized under the Maryland Banking
     Code.

7.   First American Bank of Pennsylvania, 140 East Main Street, Everett,
     Pennsylvania, a bank and trust company organized under the Pennsylvania
     Banking Code of 1965.

8.  *Equity Bank, 8000 Sagemore Drive, Suite 8101, Marlton, New Jersey; a bank
     and trust company organized under the New Jersey Banking Code and a
     wholly-owned subsidiary of Susquehanna Bancshares East, Inc.

9.  *Susquehanna Bank, 100 West Road, Towson, Maryland; a bank and trust
     company organized under the Maryland Banking Code and a wholly-owned
     subsidiary of Susquehanna Bancshares South, Inc.

10.  Susquehanna Mortgage Corporation, 10075 Red Run Boulevard, Suite 500,
     Owings Mills, Maryland, a mortgage company organized under the laws of the
     State of Maryland and a wholly-owned subsidiary of Susquehanna Bank

11.  Atlantic First Title Company, 100 West Road, Towson, Maryland, a title
     company organized under the laws of the State of Maryland and a
     wholly-owned subsidiary of Susquehanna Bank.

12.  Susquebanc Lease Co., 2 Market Square, Manheim, Pennsylvania, a company
     organized under the laws of the Commonwealth of Pennsylvania and a
     wholly-owned subsidiary of Susque-Bancshares Leasing Co., Inc.

13.  Susque-Bancshares Life Insurance Company, Phoenix, Arizona; an insurance
     company organized under the laws of the State of Arizona.

14.  The Addis Group, Inc., 2300 Renaissance Boulevard, King of Prussia,
     Pennsylvania, a property and casualty insurance brokerage organized under
     the laws of the Commonwealth of Pennsylvania and a wholly-owned subsidiary
     of Susquehanna Acquisition, LLC.

15.  Boston Service Company, Inc. (t/a Hann Financial Service Corp.), One Centre
     Drive, Jamesburg, New Jersey, a consumer automobile finance company.

16.  Valley Forge Asset Management Corp., 120 South Warner Road, King of
     Prussia, Pennsylvania, an asset management company.