X0202 3 2004-10-01 0 0000705671 OMEGA FINANCIAL CORP /PA/ OMEF 0001225850 VAN BENTHUYSEN DENNIS J 17 MEADOWBROOK SELINSGROVE PA 17870 1 0 0 0 Common Stock, $5.00 par value 29152 D Stock Options (Right to Buy) 24.46 2004-10-01 2006-04-26 Common Stock 546 D Stock Options (Right to Buy) 28.90 2004-10-01 2007-04-25 Common Stock 546 D Stock Options (Right to Buy) 50.75 2004-10-01 2008-04-24 Common Stock 546 D Stock Options (Right to Buy) 33.55 2004-10-01 2009-04-23 Common Stock 523 D Stock Options (Right to Buy) 24.94 2004-10-01 2010-04-28 Common Stock 523 D Stock Options (Right to Buy) 24.10 2004-10-01 2011-04-27 Common Stock 523 D Stock Options (Right to Buy) 27.11 2004-10-01 2012-04-26 Common Stock 523 D Stock Options (Right to Buy) 30.42 2004-10-01 2013-04-25 Common Stock 523 D Stock Options (Right to Buy) 33.67 2004-10-01 2014-04-23 Common Stock 523 D Includes 13,256 shares jointly held by Mr. Van Benthuysen and his spouse, 4,746 shares held in an IRA account for Mr. Van Benthuysen's spouse, 5,920 shares held by Colonial Furniture Company, and 4,543 shares held in an IRA account for Mr. Van Benthuysen. Each share listed was acquired pursuant to the Agreement and Plan of Merger dated as of April 20, 2004 (the "Merger Agreement") by and between Omega Financial Corporation ("Omega") and Sun Bancorp, Inc. ("Sun") at an exchange ratio of 0.664 shares of Omega common stock for each share of Sun common stock (the "Exchange Ratio"). Pursuant to the Merger Agreement, effective as of October 1, 2004, the Sun stock options held were exchanged for Omega stock options and adjusted based on the Exchange Ratio as to (a) the exercise price per share and (b) the amount of Omega common stock issuable upon exercise. The filing of this Statement shall not be construed as an admission (a) that the person filing this Statement is, for the purposes of Section 16 of the Securities Exchange Act of 1934 (as amended), the beneficial owner of any equity securities covered by this Statement, or (b) that this Statement is legally required to be filed by such person. /s/ Dennis J. Van Benthuysen 2004-10-05