Exhibit 99.1 [LOGO] PENNS WOODS BANCORP, INC. June 30, 2003 Quarterly Report Member FDIC PWOD ------ NASDAQ Listed Dear Shareholders: Penns Woods Bancorp, Inc., parent company of Jersey Shore State Bank, is proud to announce solid earnings of $5,524,000 or $1.82 per basic and dilutive share for the period ended June 30, 2003 compared to net earnings for the same period in 2002 of $4,137,000 or $1.36 per basic and dilutive share, indicating a 33.52% increase. Operating earnings, excluding net security gains of $1,221,000, were $4,303,000 for the first six months of 2003 representing a 3.76% increase over the second quarter in 2002. Assets at June 30, 2003 totaled $515,209,000, an increase of $70,283,000 over the same period in 2002. The leveraging of our balance sheet to take advantage of low interest rates along with the investing of our excess liquidity has produced the $66,000,000 increase in our available for sale securities. In addition to excellent growth, financial ratios continue to be sound. At June 30, 2003, Penns Woods Bancorp, Inc.'s return on average assets and return on average equity were 2.29% and 16.63% respectively, compared to 1.94% and 14.55% for the same period in 2002. During the second quarter, net income was also increased due to the opportunity to take gains in the securities market. Return on average assets and return on average equity excluding security gains are 1.79% and 12.94% for period ended June 30, 2003 compared to 2.00% and 14.99% for the first half of 2002. On June 25, 2003, the Federal Open Market Committee lowered its Federal Funds Target rate to its lowest level in 45 years. Despite this challenging interest rate environment, our net interest income has increased $746,000 or 8.46% over the first half of 2002. This has been achieved through asset growth, including growth in our investment portfolio, and the reduction in our cost of funds. These lower rates bring intense refinancing and new customers to our bank, more than half of our secondary mortgage market activity is home purchase financing. Our diligent staff is doing an excellent job with the extraordinary volume. The continued success and growth of Jersey Shore State Bank has recently acquired national recognition. In June 2003, Independent Banker magazine ranked Jersey Shore State Bank, based on 2002 performance, fourth in the nation for our return on average assets at 2.31% and eleventh in the nation for return on average equity at 21.02%. Jersey Shore State Bank was compared to other Independent Community Bankers Association banks with $250 million-$500 million in assets. In July of 2003, Penns Woods Bancorp Inc.'s strong performance gained the attention of the Frank Russell Company and was placed on the Russell 2000 index. The Russell 2000 is the most widely quoted index used to measure the overall performance of small- to mid- cap company shares. Placement on this index is not only an achievement, but will also prompt broader exposure to our company. We would like to extend our appreciation to our loyal shareholders, valued customers, and devoted employees. Without your encouragement and confidence, the continued progress and accomplishments of our company would not be possible. Very truly yours, /s/Theodore H. Reich /s/ Ronald A. Walko Theodore H. Reich Ronald A. Walko Chairman Emeritus President & Chief Executive Officer 1 MAIN OFFICE LOCK HAVEN BRANCH OFFICE 115 South Main Street, 4 West Main Street P.O. Box 5098 Lock Haven, PA 17745 Jersey Shore, PA 17740 Phone 570-748-7785 Phone 570-398-2213 BRANCH OFFICE MILL HALL BRANCH OFFICE 112 Bridge Street 167 Hogan Boulevard Jersey Shore, PA 17740 Mill Hall, PA 17751 Phone 570-398-4400 Phone 570-748-8680 DUBOISTOWN BRANCH OFFICE SPRING MILLS BRANCH OFFICE 2675 Euclid Avenue Ross Hill Road, P.O. Box 66 Williamsport, PA 17702 Spring Mills, PA 16875 Phone 570-326-3731 Phone 814-422-8836 WILLIAMSPORT BRANCH OFFICE ZION BRANCH OFFICE 300 Market Street 100 Cobblestone Road Williamsport, PA 17701 Bellefonte, PA 16823 Phone 570-322-1111 Phone 814-383-2700 Toll-Free within Pennsylvania 1-888-412-5772 CENTRE HALL BRANCH OFFICE STATE COLLEGE BRANCH OFFICE 2842 Earlystown Road 1665 North Atherton Place Centre Hall, PA 16828 State College, PA 16803 Phone 814-364-1600 Phone 814-272-4788 JERSEY SHORE STATE BANK THE M GROUP, INC. Financial Center D/B/A The Comprehensive Financial 1952 Waddle Road, Suite 106 Group* State College, PA 16803 705 Washington Boulevard Phone 814-235-1710 Williamsport, PA 17701 Phone 570-322-4627 MONTGOMERY BRANCH OFFICE INTERNET BANKING 9094 Rt. 405 Highway Web Site Montgomery, PA 17752 www.jssb.com Phone 570-547-6642 TELEPHONE BANKING Phone 570-320-2029 or 1-877-520-2265 - ------------- * Securities offered through Locust Street Securities, Inc. (LSSI) - Member NASD, SIPC & MSRB - LSSI is not an affiliated company. 2 MANAGEMENT AND BOARD OF DIRECTORS (Penns Woods Bancorp, Inc. and Jersey Shore State Bank) OFFICERS Ronald A. Walko President and Chief Executive Officer of Penns Woods Bancorp, Inc. & Jersey Shore State Bank Hubert A. Valencik Senior Vice President of Penns Woods Bancorp, Inc., Senior Vice President & Operations Officer of Jersey Shore State Bank William H. Rockey Senior Vice President of Penns Woods Bancorp, Inc. & Jersey Shore State Bank Sonya E. Scott Secretary of Penns Woods Bancorp, Inc., Vice President & Chief Financial Officer of Jersey Shore State Bank Ann M. Riles Vice President & Senior Loan Officer Paul R. Mamolen Chief Operating Officer of the Comprehensive Financial Group & Vice President of Jersey Shore State Bank Robert J. Glunk Vice President of Branch Administration & Business Development Stephen M. Tasselli Vice President G. David Gundy Vice President William P. Young, Jr. EDP Systems Officer Leon T. Koskie Vice President & Branch Manager Gerald J. Seman Vice President & Mortgage Officer Leslie K. Benshoff Cashier and Bookkeeping Manager Marilyn R. Neyhart Assistant Vice President, Assistant Secretary & Loan Operations Officer 3 Larry G. Garverick Assistant Vice President & Loan Officer C. Jacqueline Gottshall Assistant Cashier & Branch Manager John R. Frey Assistant Vice President & Compliance Officer Theodore J. Szuhaj Collections Manager William V. Mauck Assistant Vice President Michael A. Musto Assistant Vice President Beverly S. Rupert Assistant Vice President & Branch Manager JoAnn M. DiPasquale Personnel Officer Craig A. Russell Assistant Vice President & Branch Manager David R. Palski Assistant Vice President & Branch Manager Tammy L. Dole Assistant Vice President & Assistant Branch Manager Mary L. Baier Assistant Branch Manager & I.R.A. Coordinator Christopher J. Dunlap Assistant in Collections Judith A. Smith Assistant Secretary Margery K. Remick Assistant Secretary Doris M. Fogleman Assistant Bookkeeping Manager Mary E. Falls Assistant Branch Manager Cynthia A. Flanagan Assistant Branch Manager Lori A. Strimple Marketing Manager Margaret J. Shaffer Relationship Manager 4 Bonnie H. Ripka Assistant Branch Manager Peter J. Nastase, II Assistant Branch Manager Diana M. Blazina Assistant Branch Manager Kristen S. Bangson Assistant Branch Manager Janine E. Packer Assistant Controller REGISTERED REPRESENTATIVES FOR THE COMPREHENSIVE FINANCIAL GROUP (See branch listing for complete disclosure)* Debra R. Murray-Martin, CMFC Lock Haven Branch Sonya L. Snyder-Barclay Williamsport Branch DIRECTORS Phillip H. Bower Owner, Central Equipment Company Lynn S. Bowes Farmer Michael J. Casale, Jr. Attorney, Casale & Bonner, P.C. H. Thomas Davis, Jr. Senior Vice President, Franklin Insurance Company James M. Furey, II President and Owner Eastern Wood Products Company Jay H. McCormick President & Owner, J.H.M. Enterprises, Inc. R. Edward Nestlerode, Jr. Vice President of Nestlerode Contracting, Co. Inc. James E. Plummer Retired, Former President of Lock Haven Savings Bank, Secretary, Jersey Shore State Bank 5 William H. Rockey Senior Vice President of Penns Woods Bancorp, Inc., Senior Vice President of Jersey Shore State Bank Ronald A. Walko President and Chief Executive Officer of Penns Woods Bancorp, Inc., President and Chief Executive Officer of Jersey Shore State Bank WILLIAMSPORT AREA ADVISORY DIRECTORS Robert H. Kauffeld Architect James T. Wolyniec President, Wolyniec Construction, Inc. HONORARY DIRECTORS Theodore H. Reich, Chairman Emeritus Raymond D. Eck Joseph G. Gehret, Sr. Howard M. Thompson Allan W. Lugg William S. Frazier 6 FINANCIAL HIGHLIGHTS Six Months Ended June 30, 2003 2002 -------------------- <s> <c> <c> Per-Share Data Net income - basic $ 1.82 $ 1.36 Net income - diluted 1.82 1.36 Cash dividends 0.60 0.54 Shareholders' equity 22.77 19.23 Balances at June 30 (in thousands), Total Assets $515,209,000 $444,926,000 Net loans 251,849,000 248,806,000 Deposits 340,564,000 315,633,000 Shareholders' Equity 69,015,000 58,336,000 Profitability Ratios Return on average assets 2.29% 1.94% Return on average shareholders' equity 16.63% 14.55% Common Stock Price Performance Price Range Per Share High Low Dividend <s> <c> <c> <c> 2003 First Quarter 45.40 36.15 0.30 Second Quarter 52.17 41.48 0.30 2002 First Quarter 35.00 32.33 0.27 Second Quarter 36.37 33.00 0.27 Third Quarter 35.70 32.20 0.27 Fourth Quarter 36.85 33.00 0.55 THIS INTERIM FINANCIAL INFORMATION IS SUBJECT TO YEAR-END AUDIT ADJUSTMENT 7 MARKET MAKERS Merrill Lynch 1 West Third Street Williamsport, PA 17701 Telephone: 570-327-6651 800-937-0769 Janney Montgomery Scott Sovereign Bank Plaza 33 West 3rd Street, Suite 201 Williamsport, PA 17701 Telephone 800-652-6639 Ryan, Beck & Co. 220 South Orange Avenue Livingston, NJ 07039-5817 Telephone: 800-223-8969 Ferris Baker Watts, Inc. 6 Bird Cage Walk Hollidaysburg, PA 16648 Telephone: 800-343-5149 Monroe Securities, Inc. 47 State Street Rochester, NY 14614 Telephone: 800-766-5560 Legg Mason Wood Walker, Inc. 1735 Market Street, 10th Floor Mellon Bank Center Philadelphia, PA 19103 Telephone: 800-888-6673 Penns Woods Bancorp, Inc.'s common stock is listed on the NASDAQ National Market and is traded under the symbol PWOD 8 CONSOLIDATED BALANCE SHEET (Unaudited) ============================= JUNE 30, 2003 2002 (IN THOUSANDS) ============================= <s> <c> <c> ASSETS: Cash and due from banks $ 14,109 $ 12,887 Investment securities available for sale 218,731 152,318 Investment securities held to maturity 966 1,252 Loans held for sale 2,622 1,940 Loans, net of unearned discount of 254,890 251,806 Allowance for loan and lease losses (3,041) (3,000) ---------- ---------- LOANS, NET 251,849 248,806 ---------- ---------- Bank premises and equipment, net 4,652 4,514 Accrued interest receivable 2,545 2,605 Bank-owned life insurance 8,711 8,327 Goodwill 3,032 3,032 Other assets 7,992 9,245 ---------- ---------- TOTAL ASSETS $ 515,209 $ 444,926 ========== ========== LIABILITIES: Interest-bearing deposits $ 282,097 $ 265,061 Noninterest-bearing deposits 58,467 50,572 ---------- ---------- TOTAL DEPOSITS 340,564 315,633 Short-term borrowings 29,306 20,869 Other borrowings 70,878 46,778 Accrued interest payable 957 1,134 Other liabilities 4,489 2,176 ---------- ---------- TOTAL LIABILITIES $ 446,194 $ 386,590 ---------- ---------- SHAREHOLDERS' EQUITY: Common stock par value $10.00, 10,000,000 shares authorized; 3,138,132 and 3,131,644 shares issued at June 30, 2003 and 2002, respectively 31,381 31,316 Additional paid-in capital 18,322 18,230 Retained earnings 15,455 9,486 Accumulated other comprehensive gain 7,354 2,511 Treasury stock at cost, 107,703 shares in 2003 and 98,054 in 2002 (3,497) (3,207) ---------- ---------- TOTAL SHAREHOLDERS' EQUITY 69,015 58,336 ---------- ---------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 515,209 $ 444,926 ========== ========== THIS INTERIM STATEMENT IS SUBJECT TO YEAR-END AUDIT ADJUSTMENT 9 CONSOLIDATED STATEMENT OF INCOME (Unaudited) ============================= June 30, 2003 2002 (IN THOUSANDS) ============================= <s> <c> <c> INTEREST INCOME: Interest and fees on loans $ 9,902 $ 10,454 Interest and dividends on investments: Taxable 2,769 2,171 Tax Exempt 1,593 1,569 Other dividend and interest income 79 81 ---------- ---------- TOTAL INTEREST INCOME 14,343 14,275 ---------- ---------- INTEREST EXPENSE: Interest on deposits 3,122 4,007 Interest on short-term borrowings 172 276 Interest on other borrowings 1,487 1,176 ---------- ---------- TOTAL INTEREST EXPENSE 4,781 5,459 ---------- ---------- NET INTEREST INCOME 9,562 8,816 PROVISION FOR LOAN LOSSES 135 185 ---------- ---------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 9,427 8,631 ---------- ---------- OTHER INCOME: Service charges 937 832 Securities gains (losses),net 1,851 (191) Earnings on bank-owned life insurance 207 201 Insurance commissions 750 1,112 Other operating income 483 573 ---------- ---------- TOTAL OTHER INCOME, NET 4,228 2,527 ---------- ---------- OTHER EXPENSES: Salaries and employee benefits 3,320 3,489 Occupancy expense, net 465 404 Furniture and equipment expense 548 412 Other operating expenses 1,992 1,703 ---------- ---------- TOTAL OTHER EXPENSES 6,325 6,008 ---------- ---------- INCOME BEFORE INCOME TAX PROVISION 7,330 5,150 APPLICABLE INCOME TAX PROVISION 1,806 1,013 ---------- ---------- NET INCOME $ 5,524 $ 4,137 ========== ========== Earnings per share - basic $ 1.82 $ 1.36 ========== ========== Earnings per share - diluted $ 1.82 $ 1.36 ========== ========== Basic weighted average shares outstanding 3,030,281 3,035,750 THIS INTERIM STATEMENT IS SUBJECT TO YEAR-END AUDIT ADJUSTMENT 10