SNODGRASS
CERTIFIED PUBLIC ACCOUNTANTS AND CONSULTANTS


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                         INDEPENDENT ACCOUNTANT'S REPORT
                         -------------------------------






Board of Directors
Nittany Financial Corp.

We  have  reviewed  the  accompanying  consolidated  balance  sheet  of  Nittany
Financial  Corp.  and  subsidiaries  as of  September  30, 2001, and the related
consolidated  statements  of income for the three and  nine-month  periods ended
September 30, 2001 and 2000,  the  consolidated  statement of cash flows for the
nine-month  period  ended  September  30,  2001 and 2000,  and the  consolidated
statement of changes in  stockholders'  equity for the  nine-month  period ended
September 30, 2001.  These financial  statements are the  responsibility  of the
Company's management.

We conducted our review in accordance with standards established by the American
Institute  of  Certified  Public  Accountants.  A review  of  interim  financial
information  consists  principally  of applying  analytical  and  procedures  to
financial  data and making  inquiries of persons  responsible  for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with auditing  standards  generally  accepted in the United States of
America,  the objective of which is the  expression of an opinion  regarding the
financial  statements taken as a whole.  Accordingly,  we do not express such an
opinion.

Based on our review, we are not aware of any material  modifications that should
be made to the  accompanying  financial  statements for them to be in conformity
with accounting principles generally accepted in the United States of America.

We have  previously  audited,  in accordance with auditing  standards  generally
accepted in the United States of America,  the consolidated  balance sheet as of
December 31, 2000, and the related consolidated statements of income, changes in
stockholders'  equity  and cash  flows for the year then  ended  (not  presented
herein);  and in our report dated  February 9, 2001 we expressed an  unqualified
opinion on those consolidated financial statements


/s/ S.R. Snodgrass, A.C.


Wexford, PA
November 11, 2001




                                                  
S.R. Snodgrass, A.C.
1000 Stonewood Drive, Suite 200 Wexford, PA 15090-8399 Phone: 724-934-0344 Facsimile: 724-934-0345