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):
                                February 3, 2003


                           PHSB Financial Corporation
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             (Exact name of Registrant as specified in its Charter)




        Pennsylvania                 0-33419                25-1894708
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(State or other jurisdiction      (SEC File No.)   (IRS Employer Identification
      of incorporation)                                      Number)


744 Shenango Road, Beaver Falls, Pennsylvania                 15010
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         (Address of principal executive offices)           (Zip Code)


Registrant's telephone number, including area code:       (724) 846-7300
                                                          --------------


                                 Not Applicable
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          (Former name or former address, if changed since last Report)




                      INFORMATION TO BE INCLUDED IN REPORT
                      ------------------------------------



Item 5.  Other Events
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     On February 3, 2003, PHSB Financial Corporation issued a press release as a
correction to its January 15, 2003  earnings  release.  For further  information
please refer to the Press Release attached as Exhibit 99 to this Report.

Item 7.  Exhibits
- -------  --------

(c)      Exhibits

         Exhibit 99 -- Press Release, dated February 3, 2003.




                                   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, hereunto duly authorized.

                                       PHSB FINANCIAL CORPORATION




Date:    February 3, 2003              By: /s/James P. Wetzel, Jr.
                                           -------------------------------------
                                           James P. Wetzel, Jr.
                                           President and Chief Executive Officer