-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Knl4xCQdtnUbWw3V1PiGj85ZtHCLRqny+qiBYXePftDc9zcj76ySoVTgEJN/mmTF wnVg7IB33rDAfkD4WmUGpQ== 0000893220-05-001869.txt : 20050808 0000893220-05-001869.hdr.sgml : 20050808 20050808123434 ACCESSION NUMBER: 0000893220-05-001869 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20050331 FILED AS OF DATE: 20050808 DATE AS OF CHANGE: 20050808 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CCFNB BANCORP INC CENTRAL INDEX KEY: 0000731122 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 232254643 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-19028 FILM NUMBER: 051005095 BUSINESS ADDRESS: STREET 1: 232 E ST CITY: BLOOMSBURG STATE: PA ZIP: 17815 BUSINESS PHONE: 7177844400 MAIL ADDRESS: STREET 1: 232 E STREET CITY: BLOOMSBURG STATE: PA ZIP: 17815 10-Q/A 1 w11661qe10vqza.txt FORM 10-Q/A CCFNB BANCORP, INC. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q/A [X] QUARTERLY REPORT UNDER SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2005 [ ] TRANSITION REPORT UNDER SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______________ to _____________ Commission file number 0-19028 CCFNB BANCORP, INC. (Name of small business Issuer in its charter) PENNSYLVANIA 23-2254643 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 232 East Street, Bloomsburg, PA 17815 (Address of principal executive offices) (Zip Code) Issuer's telephone number, including area code: (570) 784-4400 Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the issuer was required to file such reports), and (2) has been subject to such filing requirings for the past 90 days. Yes [X] No [ ] Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. 1,264,067 shares of $1.25 (par) common stock were outstanding as of April 26, 2005. 1 CCFNB BANCORP, INC. AMENDMENT TO FORM 10-Q FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2005 This amendment is the result of a staff review of our Form 10-K for the year ended December 31, 2004 and this report on 10-Q by the Division of Corporation finance which requested clarification of the date of the evaluation of the effectiveness of disclosure controls and procedures. The staff review requested that we revise our discussion of controls and procedures for our quarterly report for the period ended 31 March 2005. Accordingly, this amendment contains a revision to our disclosure, relating to controls and procedures. 2 CCFNB BANCORP, INC. AND SUBSIDIARY INDEX 10-Q MARCH 31, 2005 _______________________________________________________________________________
Page ---- Part I FINANCIAL INFORMATION: Controls and Procedures 4 SIGNATURES 5
PART I - FINANCIAL INFORMATION CONTROLS AND PROCEDURES The CEO and Treasurer note that, since December 31, 2004 to March 31, 2005, there have been no significant changes in our Internal Controls and Procedures. Our CEO and Treasurer have concluded that our Internal Controls and Procedures are effective to ensure that material information relating to CCFNB Bancorp, Inc. and its consolidated subsidiaries is made known to management, including the CEO and Treasurer, particularly during the period when our Exchange Act periodic reports are being prepared, and that our Internal Controls and Procedures are effective to provide reasonable assurance that our financial statements are fairly presented in conformity with generally accepted accounting principles as of March 31, 2005. 4 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this amendment to the report on Form 10-Q for the period ended March 31, 2005, to be signed on its behalf by the undersigned thereunto duly authorized. CCFNB BANCORP, INC. (Registrant) By /s/ Lance O. Diehl ------------------------------------ Lance O. Diehl President and CEO Date: August 8, 2005 By /s/ Virginia D. Kocher ------------------------------------ Virginia D. Kocher Treasurer Date: August 8, 2005 5 EX-31.1 2 w11661qexv31w1.txt CEO CERTIFICATION PURSUANT TO SECTION 302 EXHIBIT 31.1 CCFNB BANCORP, INC. CEO CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Lance O. Diehl, certify that: 1. I have reviewed this amendment to the quarterly report on Form 10-Q of CCFNB Bancorp, Inc. for the quarterly period ended march 31, 2005; 2. Based on my knowledge, this amendment to such report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the quarterly period covered by this amended report. 3. Based on my knowledge, the financial statements, and other financial information included in this amended report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this amended report; 4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d - 15 (e) and internal control over financial reporting (as defined in Exchange act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this amended report and our conclusions about the effectiveness of the disclosure controls and procedures as of March 31, 2005 based on such evaluation; and (d) Disclosed in this amended report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter ended March 31, 2005, that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting, Date: August 8, 2005 /s/ Lance O. Diehl ------------------------------------ Lance O. Diehl Chief Executive Officer 6 EX-31.2 3 w11661qexv31w2.txt PFO CERTIFICATION PURSUANT TO SECTION 302 EXHIBIT 31.2 CCFNB BANCORP, INC. PFO CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Virginia D. Kocher, certify that: 1. I have reviewed this amendment to the quarterly report on Form 10-Q of CCFNB Bancorp, Inc. for the quarterly period ended March 31, 2005. 2. Based on my knowledge, this amendment to such report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this amended report. 3. Based on my knowledge, the financial statements, and other financial information included in this amended report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this amended report; 4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d - 15 (e) and internal control over financial reporting (as defined in Exchange act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this amended report and our conclusions about the effectiveness of the disclosure controls and procedures as of March 31, 2005 based on such evaluation; and (d) Disclosed in this amended report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter ended March 31, 2005 that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): (c) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and (d) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting, Date: August 8, 2005 /s/ Virginia D. Kocher ---------------------------------- Virginia D. Kocher Principal Financial Officer 7 EX-32 4 w11661qexv32.txt CERTIFICATION, PURSUANT TO SECTION 906 EXHIBIT 32 CCFNB BANCORP, INC. CERTIFICATION PURSUANT TO 18 U.S.C. Section 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 In connection with the this amendment to the Quarterly Report of CCFNB Bancorp, Inc. (the "Company") on Form 10-Q for the quarter ended March 31, 2005, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Lance O. Diehl, Chief Executive Officer of the Company, and I ,Virginia D. Kocher, the Principal Financial Officer of the company, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, certify that: 1. this report as amended, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 2. the information contained in this report, as amended, fairly represents, in all material respects, the financial condition and result of operations of the Company. Date: August 8, 2005 /s/ Lance O. Diehl --------------------------- Lance O. Diehl Chief Executive Officer Date: August 8, 2005 /s/ Virginia D. Kocher -------------------------- Virginia D. Kocher Principal Financial Officer 8 -----END PRIVACY-ENHANCED MESSAGE-----