NORWOOD FINANCIAL CORP
                             ----------------------

                      ANNOUNCES EARNINGS INCREASE FOR 2006
                      ------------------------------------


Honesdale, PA - January 23, 2007

         William W. Davis, Jr., President and Chief Executive Officer of Norwood
Financial  Corp  (Nasdaq-NWFL)  and its subsidiary  Wayne Bank announced  record
earnings for the year ended December 31, 2006 of $5,910,000,  which  represented
an increase of $413,000,  or 7.5%, over the $5,497,000 earned in 2005.  Earnings
per share on a fully  diluted  basis were $2.07 for the current year compared to
$1.92 in 2005. The Company  declared cash  dividends  totaling $.85 per share in
2006, an increase of $.14 per share, or 19.7%,  over the $.71 per share declared
in 2005.  The return on  average  assets for the year was 1.33% with a return on
average equity of 11.85%.  Both of these performance  measures improved over the
prior  year.  Earnings  for  the  fourth  quarter  of  2006  totaled  $1,579,000
reflecting a 9.5% increase over the  $1,442,000  earned in the similar period of
2005.  Earnings  per  share  (diluted)  for the  current  quarter  totaled  $.55
increasing from $.51 for the prior year.

         Total  assets as of December  31, 2006 were $454.4  million  with loans
receivable  of $315.6  million,  deposits of $358.1  million  and  shareholders'
equity of $52.2 million. Total assets have increased $20.8 million from December
31, 2005.

         Loans  receivable have increased $24.7 million,  or 8.5% from the prior
year.  The Company had balanced  growth  throughout the year with the commercial
loan portfolio  including  commercial real estate,  increasing $12.7 million and
residential mortgages,  including home equity lending growing $13.1 million. The
majority  of the  loan  growth  was



funded  with a  $17.5  million  increase  in  deposits,  principally  short-term
certificates of deposit (CDs).

         Non-performing  loans totaled  $409,000 and  represented  .13% of total
loans as of December 31, 2006 compared to $353,000,  or .12%, as of December 31,
2005. The Company had net charge-offs of $61,000 in the current year, decreasing
significantly  from  $129,000 in 2005.  The  allowance  for loan losses  totaled
$3,828,000  and  1.21% of total  loans as of  December  31,  2006,  compared  to
$3,669,000 and 1.26% as of year-end 2005.

         For the year, net interest  income (fully taxable  equivalent)  totaled
$16,708,000  with a net interest  margin (fte) of 3.96% compared to $15,889,000,
and a net interest  margin (fte) of 3.99% in 2005. Net interest income (fte) for
the three months ended  December  31, 2006  totaled  $4,256,000,  an increase of
$152,000  over the similar  period in 2005.  The net  interest  margin (fte) was
3.94% for the current  period  compared to 4.01% for the similar period in 2005.
The slight decrease in net interest margin for both the quarter and the year was
principally  due to the  increase  in  deposit  costs,  most  evident  in the CD
portfolio,  which was partially offset by loan volume and higher yields on loans
and investments.

         For the year, other income totaled $3,583,000 compared to $3,548,000 in
the prior year. The increase was  principally  due to $147,000 of gains on sales
of mortgage  loans and  servicing  rights in 2006 compared to $64,000 in similar
gains in 2005. Other income for the three months ended December 31, 2006 totaled
$862,000 compared to $855,000 for the similar period in 2005.

         For the year,  other  expenses  totaled  $10,957,000,  an  increase  of
$334,000 or 3.1% over the prior year. The increase was principally due to rising
salary and employee benefit



costs. Other expenses totaled $2,620,000 for the three months ended December 31,
2006 compared to $2,668,000 for the 2005 period.

         Mr. Davis also noted that during the fourth quarter the Bank opened its
twelfth office which is located in Tannersville, PA. The Bank also completed its
Honesdale Main Office renovation project.

         Norwood  Financial Corp,  through its subsidiary  Wayne Bank,  operates
twelve offices in Wayne, Pike and Monroe Counties. The Company's stock is traded
on the Nasdaq Global Market, under the symbol, "NWFL".

         The  foregoing  material  may contain  forward-looking  statements.  We
caution that such  statements  may be subject to a number of  uncertainties  and
actual results could differ  materially  and therefore  readers should not place
undue reliance on any forward looking statements.  Those risks and uncertainties
include  changes in the absolute and relative  levels of interest  rates,  risks
associated with the effect of opening a new branch, the ability to control costs
and expenses,  demand for real estate and general economic  conditions.  Norwood
Financial Corp. does not undertake and specifically  disclaims any obligation to
publicly  release  the  results  of  any  revisions  that  may  be  made  to any
forward-looking   statements  to  reflect  the   occurrence  of  anticipated  or
unanticipated events or circumstances after the date of such statements.

Contact:  Lewis J. Critelli
          Executive Vice President &
          Chief Financial Officer
          NORWOOD FINANCIAL CORP.
          570-253-1455
          www.waynebank.com



NORWOOD FINANCIAL CORP.
Consolidated Balance Sheets
(dollars in thousands)
 (unaudited)



                                                                           December 31
                                                                      ----------------------
                                                                         2006         2005
                                                                      ---------    ---------
                                                                           
ASSETS
  Cash and due from banks                                             $   9,450    $   9,746
  Interest bearing deposits with banks                                       67           70
                                                                      ---------    ---------
          Cash and cash equivalents                                       9,517        9,816

  Securities available for sale                                         112,912      115,814
  Securities held to maturity,  fair value 2006: $971  2005: $1,480         954        1,452
  Loans receivable (net of unearned Income)                             315,567      290,890
  Less: Allowance for loan losses                                         3,828        3,669
                                                                      ---------    ---------
          Net loans receivable                                          311,739      287,221
  Investment in FHLB Stock                                                1,687        1,620
  Bank premises and equipment,net                                         6,020        5,393
  Accrued interest receivable                                             2,129        1,812
  Other assets                                                            9,398       10,428
                                                                      ---------    ---------
          TOTAL ASSETS                                                $ 454,356    $ 433,556
                                                                      =========    =========

LIABILITIES
  Deposits:
    Non-interest bearing demand                                       $  53,856    $  50,891
    Interest-bearing                                                    304,247      289,712
                                                                      ---------    ---------
          Total deposits                                                358,103      340,603
  Short-term borrowings                                                  22,736       18,564
  Other borrowings                                                       13,000       23,000
  Accrued interest payable                                                2,894        1,691
  Other liabilities                                                       5,392        1,590
                                                                      ---------    ---------
            TOTAL LIABILITIES                                           402,125      385,448

STOCKHOLDERS' EQUITY
  Common Stock, $.10 par value, authorized 10,000,000 shares
           issued: 2006: 2,840,872  2005: 2,705,715 shares                  284          270
  Surplus                                                                10,149        5,648
  Retained earnings                                                      43,125       43,722
  Treasury stock, at cost: 2006: 43,721 shares, 2005: 21,189 shares      (1,283)        (633)
  Unearned ESOP Shares                                                       --         (127)
  Accumulated other comprehensive (loss)                                    (44)        (772)
                                                                      ---------    ---------
           TOTAL STOCKHOLDERS' EQUITY                                    52,231       48,108
                                                                      ---------    ---------

          TOTAL LIABILITIES AND
                 STOCKHOLDERS' EQUITY                                 $ 454,356    $ 433,556
                                                                      =========    =========




NORWOOD FINANCIAL CORP.
Consolidated Statements of Income
(dollars in thousands, except per share data)
  (unaudited)



                                                  Three Months Ended December 31    Year Ended December 31
                                                  ------------------------------  --------------------------
                                                        2006           2005            2006           2005
                                                      -------        -------         -------        -------
                                                                                      
INTEREST INCOME
    Loans receivable, including fees                  $ 5,771        $ 4,848         $21,422        $17,583
    Securities                                          1,159            999           4,380          4,053
    Other                                                  26             57             147            132
                                                      -------        -------         -------        -------
         Total Interest income                          6,956          5,904          25,949         21,768

INTEREST EXPENSE
    Deposits                                            2,358          1,520           7,718          4,871
    Short-term borrowings                                 238            122             823            416
    Other borrowings                                      234            299           1,225          1,218
                                                      -------        -------         -------        -------
         Total Interest expense                         2,830          1,941           9,766          6,505
                                                      -------        -------         -------        -------
NET INTEREST INCOME                                     4,126          3,963          16,183         15,263
PROVISION FOR LOAN LOSSES                                  50             70             220            350
                                                      -------        -------         -------        -------
NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES     4,076          3,893          15,963         14,913

OTHER INCOME
    Service charges and fees                              605            677           2,455          2,507
    Income from fiduciary activities                       94             89             355            343
    Net realized gains/(loss) on sales of securities       --            (41)             66             42
    Gains on sale of loans                                 37              1             147             64
    Other                                                 126            129             560            592
                                                      -------        -------         -------        -------
         Total other income                               862            855           3,583          3,548

OTHER EXPENSES
    Salaries and employee benefits                      1,311          1,329           5,655          5,410
    Occupancy, furniture and equipment                    368            398           1,446          1,503
    Data processing related                               189            151             700            625
    Taxes, other than income                               20            108             354            334
    Professional Fees                                      62             94             341            444
    Other                                                 670            588           2,461          2,307
                                                      -------        -------         -------        -------
         Total other expenses                           2,620          2,668          10,957         10,623

INCOME BEFORE TAX                                       2,318          2,080           8,589          7,838
INCOME TAX EXPENSE                                        739            638           2,679          2,341
                                                      -------        -------         -------        -------
NET INCOME                                            $ 1,579        $ 1,442         $ 5,910        $ 5,497
                                                      =======        =======         =======        =======

Basic earnings per share                              $  0.56        $  0.52 *       $  2.11        $  1.96 *
                                                      =======        =======         =======        =======

Diluted earnings per share                            $  0.55        $  0.51 *       $  2.07        $  1.92 *
                                                      =======        =======         =======        =======


*    References  to share  amounts and  per-share  amounts  reflect the 5% stock
     dividend distributed to shareholders on May 26, 2006.



NORWOOD FINANCIAL CORP.
Financial Highlights (Unaudited)
(dollars in thousands, except per share data)




Three Months Ended December 31                                 2006           2005
- ------------------------------                              ---------      ---------
                                                                     
Net interest income                                         $  4,126       $  3,963
Net income                                                     1,579          1,442

Net interest spread (fully taxable equivalent)                 3.25%          3.52%
Net interest margin (fully taxable equivalent)                 3.94%          4.01%
Return on average assets                                       1.38%          1.32%
Return on average equity                                      12.09%         11.97%
Basic  earnings per share                                   $   0.56       $   0.52 *
Diluted earnings per share                                      0.55           0.51 *

Year Ended December 31
- ----------------------

Net interest income                                         $ 16,183       $ 15,263
Net income                                                     5,910          5,497

Net interest spread (fully taxable equivalent)                 3.37%          3.58%
Net interest margin (fully taxable equivalent)                 3.96%          3.99%
Return on average assets                                       1.33%          1.31%
Return on average equity                                      11.85%         11.72%
Basic  earnings per share                                   $   2.11       $   1.96 *
Diluted earnings per share                                      2.07           1.92 *

As of December 31
- -----------------

Total Assets                                                $454,356       $433,556
Total Loans receivable                                       315,567        290,890
Allowance for loan  losses                                     3,828          3,669
Total deposits                                               358,103        340,603
Stockholders' equity                                          52,231         48,108
Trust Assets  under management                                96,879         86,972

Book value per share                                        $  18.67       $  17.07 *
Equity to total assets                                        11.50%         11.10%
Allowance to total loans receivable                            1.21%          1.26%
Nonperforming loans to total loans                             0.13%          0.12%


*    References  to share  amounts and  per-share  amounts  reflect the 5% stock
     dividend distributed to shareholders on May 26, 2006.



NORWOOD FINANCIAL CORP
Consolidated Balance Sheets (unaudited)
(dollars in thousands)



                                               31-Dec     30-Sep      30-Jun    31-Mar     31-Dec
                                                2006       2006       2006       2006       2005
                                              --------   --------   --------   --------   --------
                                                                          
ASSETS
  Cash and due from banks                     $  9,450   $  9,448   $ 10,509   $  9,330   $  9,746
  Interest bearing deposits with banks              67        141        179         22         70
  Federal funds sold                                --      1,525     13,615         --         --
                                              --------   --------   --------   --------   --------
        Cash and cash equivalents                9,517     11,114     24,303      9,352      9,816

  Securities available for sale                112,912    112,402    114,441    116,659    115,814
  Securities held to maturity                      954        954        954        953      1,452
  Loans receivable (net of unearned Income)    315,567    313,678    299,366    291,840    290,890
  Less: Allowance for loan losses                3,828      3,828      3,794      3,743      3,669
                                              --------   --------   --------   --------   --------
        Net loans receivable                   311,739    309,850    295,572    288,097    287,221
  Investment in FHLB stock                       1,687      1,634      2,294      2,073      1,620
  Bank premises and equipment, net               6,020      5,489      5,457      5,508      5,393
  Other assets                                  11,527     11,727     12,138     11,488     12,240
                                              --------   --------   --------   --------   --------
        TOTAL ASSETS                          $454,356   $453,170   $455,159   $434,130   $433,556
                                              ========   ========   ========   ========   ========

LIABILITIES
  Deposits:
    Non-interest bearing demand               $ 53,856   $ 63,331   $ 59,538   $ 54,505   $ 50,891
    Interest-bearing deposits                  304,247    301,275    293,929    285,002    289,712
                                              --------   --------   --------   --------   --------
        Total deposits                         358,103    364,606    353,467    339,507    340,603
  Other borrowings                              35,736     33,086     48,687     42,765     41,564
  Other liabilities                              8,286      4,419      3,813      3,361      3,281
                                              --------   --------   --------   --------   --------
        TOTAL LIABILITIES                      402,125    402,111    405,967    385,633    385,448

STOCKHOLDERS' EQUITY                            52,231     51,059     49,192     48,497     48,108
                                              --------   --------   --------   --------   --------
        TOTAL LIABILITIES AND
          STOCKHOLDERS' EQUITY                $454,356   $453,170   $455,159   $434,130   $433,556
                                              ========   ========   ========   ========   ========




NORWOOD FINANCIAL CORP
Consolidated Statements of Income (unaudited)
(dollars in thousands, except per share data)



                                                              31-Dec     30-Sep     30-Jun     31-Mar      31-Dec
Three months ended                                             2006       2006       2006       2006        2005
- ------------------                                           -------    -------    -------    -------     -------
                                                                                           
INTEREST INCOME
    Loans receivable, including fees                         $ 5,771    $ 5,506    $ 5,201    $ 4,944     $ 4,848
    Securities                                                 1,159      1,105      1,066      1,050         999
    Other                                                         26         36         83          2          57
                                                             -------    -------    -------    -------     -------
         Total Interest income                                 6,956      6,647      6,350      5,996       5,904

INTEREST EXPENSE
    Deposits                                                   2,358      2,032      1,738      1,590       1,520
    Borrowings                                                   472        513        583        480         421
                                                             -------    -------    -------    -------     -------
         Total Interest expense                                2,830      2,545      2,321      2,070       1,941
NET INTEREST INCOME                                            4,126      4,102      4,029      3,926       3,963
PROVISION FOR LOAN LOSSES                                         50         45         55         70          70
                                                             -------    -------    -------    -------     -------
NET INTEREST INCOME AFTER PROVISION
     FOR LOAN LOSSES                                           4,076      4,057      3,974      3,856       3,893

OTHER INCOME
    Service charges and fees                                     605        616        644        590         677
    Income from fiduciary activities                              94         89         95         77          89
    Net realized gains (losses) on sales of securities            --         45         14          7         (41)
    Gains on sale of loans                                        37          3        107         --           1
    Other                                                        126        141        143        150         129
                                                             -------    -------    -------    -------     -------
         Total other income                                      862        894      1,003        824         855

OTHER EXPENSES
    Salaries and  employee benefits                            1,311      1,482      1,456      1,406       1,329
    Occupancy, furniture and equipment, net                      368        329        369        380         398
    Other                                                        941        919      1,016        980         941
                                                             -------    -------    -------    -------     -------
         Total other expenses                                  2,620      2,730      2,841      2,766       2,668

INCOME BEFORE TAX                                              2,318      2,221      2,136      1,914       2,080
INCOME TAX EXPENSE                                               739        699        660        581         638
                                                             -------    -------    -------    -------     -------
NET INCOME                                                   $ 1,579    $ 1,522    $ 1,476    $ 1,333     $ 1,442
                                                             =======    =======    =======    =======     =======

Basic  earnings per share                                    $  0.56    $  0.54    $  0.53    $  0.48 *   $  0.52 *
                                                             =======    =======    =======     =======     ========

Diluted earnings per share                                   $  0.55    $  0.53    $  0.52    $  0.47 *   $  0.51 *
                                                             =======    =======    =======    =======     =======

Book Value per share                                         $ 18.67    $ 18.25    $ 17.57    $ 17.29 *   $  17.07 *

Return on average equity                                       12.09%     12.06%     12.06%     11.14%       11.97%
Return on average assets                                        1.38%      1.35%      1.34%      1.25%        1.32%

Net interest spread                                             3.25%      3.34%      3.39%      3.49%        3.52%
Net interest margin                                             3.94%      3.98%      3.95%      3.98%        4.01%

Allowance for loan losses to total loans                        1.21%      1.22%      1.27%      1.28%        1.26%
Net charge-offs/(recoveries) to average loans (annualized)      0.06%      0.01%      0.01%      (.01)%       0.06%
Nonperforming loans to total loans                              0.13%      0.13%      0.10%      0.14%        0.12%
Nonperforming assets to total assets                            0.09%      0.09%      0.07%      0.10%        0.08%


*    References  to share  amounts and  per-share  amounts  reflect the 5% stock
     dividend distributed to shareholders on May 26, 2006.