POWER OF ATTORNEY
	Know all by these presents, that the undersigned hereby
constitutes and appoints each of D. Scott Freed, Carl D. Lundblad,
and Catherine M. Bush, officers of Susquehanna Bancshares, Inc.,
signing singly, the undersigned's true and lawful attorney-in-fact to:
(1)execute for and on behalf of the undersigned, in the undersigned's
capacity as an officer and/or director of Susquehanna Bancshares, Inc.
(the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a)
of the Securities Exchange Act of 1934, as amended, and the rules
thereunder; (2)do and perform any and all acts for and on behalf of
the undersigned which may be necessary or desirable to complete and
execute any such Form 3, 4, or 5, complete and execute any amendment
or amendments thereto, and timely file such form(s) with the United
States Securities and Exchange Commission and any exchange or similar
authority; and (3) take any other action of any type whatsoever in
connection with the foregoing which, in the opinion of such attorney-
in-fact, may be of benefit to, in the best interest of, or legally
required by, the undersigned, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned pursuant
to this Power of Attorney shall be in such form and shall contain
such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's sole discretion.
       The undersigned hereby grants to each such attorney-in-fact
full power and authority to do and perform any and every act and thing
whatsoever requisite, necessary, or proper to be done in the exercise
of any of the rights and powers herein granted, as fully to all
intents and purposes as the undersigned might or could do if
personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or
such attorney-in-fact's substitute or substitutes, shall lawfully do
or cause to be done by virtue of this Power of Attorney and the
rights and powers herein granted.  The undersigned acknowledges that
 the foregoing attorneys-in-fact, in serving in such capacity at the
request of the undersigned, are not assuming, nor is the Company
assuming, any of the undersigned's responsibilities to comply with
Section 16 of the Securities Exchange Act of 1934 ("Section 16"),
and neither such attorney-in-fact, nor the Company, shall bear any
liability for acting or failing to act in respect of the undersigned's
obligations under Section 16.
	This Power of Attorney shall remain in full force and effect
until the undersigned is no longer required to file Forms 3, 4, and 5
with respect to the undersigned's holdings of and transactions in
securities issued by the Company, unless earlier revoked by the
undersigned in a signed writing delivered to the foregoing attorneys-
in-fact.
	IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of this 15th day of January 2014.
                                           BY: /s/ Andrew S. Samuel