SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934


                Date of Report (Date of earliest event reported)
                                October 26, 2000



                             Nittany Financial Corp.
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             (Exact name of Registrant as specified in its Charter)



       Pennsylvania                   333-57277               23-2925762
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(State or other jurisdiction       (SEC File No.)           (IRS Employer
of incorporation)                                       Identification Number)



116 East College Avenue, State College, Pennsylvania             16801
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(Address of principal executive offices)                       (Zip Code)



Registrant's telephone number, including area code:  (814) 234-7320
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                                 Not Applicable
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          (Former name or former address, if changed since last Report)




                             NITTANY FINANCIAL CORP.

                      INFORMATION TO BE INCLUDED IN REPORT



Item 5.  Other Events
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         The Registrant announced that its Board of Directors has declared a 10%
stock dividend on the Company's  outstanding  common stock,  payable on or about
January 1, 2001, to stockholders of record as of December 1, 2000.

         For  further  details,  reference  is made to the Press  Release  dated
October 26, 2000, which is attached hereto as Exhibit 99 and incorporated herein
by this reference.


Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits
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Exhibit 99 -- Press Release dated October 26, 2000.





                                   SIGNATURES


         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned, thereunto duly authorized.


                                     Nittany Financial Corp.



Date: October 26, 2000               By: /s/David Z. Richards
                                         -------------------------------
                                         David Z. Richards
                                         President and Chief Executive Officer
                                        (Duly Authorized Officer)