CITIZENS & NORTHERN CORPORATION - FORM 10-Q

EXHIBIT 32

                                 CERTIFICATIONS
                       PURSUANT TO 18 U.S.C. SECTION 1350
                    AS ADOPTED PURSUANT TO SECTION 906 OF THE
                           SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Citizens & Northern Corporation (the
"Corporation") on Form 10-Q for the three month period ended March 31, 2004, as
filed with the Securities and Exchange Commission on the date hereof (the
"Report"), the undersigned hereby certify, pursuant to 18 U.S.C. section 1350,
as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002, that to
each of the undersigned's best knowledge:

     (a) the Report fully complies with the requirements of section 13(a) or
         15(d) of the Securities Exchange Act of 1934 as amended; and

     (b) the information contained in the Report fairly presents, in all
         material respects, the financial condition and results of operations
         of the Corporation.



May 6, 2004                 By: /s/ Craig G. Litchfield
- -----------                     -----------------------
Date                            Chairman, President and Chief Executive Officer



May 6, 2004                 By: /s/ Mark A. Hughes
- -----------                     ------------------
Date                            Treasurer and Chief Financial Officer



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