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) September 24, 2003
                                                 ------------------


                         NATIONAL PENN BANCSHARES, INC.
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


       Pennsylvania                000-22537-01           23-2215075
- --------------------------------------------------------------------------------
 (State or other jurisdiction     (Commission          (I.R.S. Employer
     of incorporation)            File Number)           Ident. No.)


Philadelphia and Reading Avenues, Boyertown, PA        19512
- --------------------------------------------------------------------------------
(Address of principal executive office)              (Zip Code)


Registrant's telephone number, including area code (610) 367-6001
                                                   --------------


                                       N/A
- --------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)










Item 5.  Other Events.
- ----------------------

      On September 24, 2003, the Board of Directors of National Penn Bancshares,
Inc. authorized the repurchase, from time to time, of up to 1,000,000 shares of
its common stock in the open market or in negotiated transactions, including
repurchases from National Penn directors and officers, depending upon market
conditions, prudent capital management and other factors. No timetable has been
set for the repurchases. As of September 24, 2003, National Penn has 23,074,343
shares of common stock outstanding.

      Prior to commencement of the newly authorized stock repurchase program,
National Penn will complete its stock repurchase program authorized in June
2002. 85,897 shares remain to be purchased to complete that 1,000,000 share
repurchase program.

      National Penn will use the repurchased shares to fund its dividend
reinvestment plan, stock option plans, employee stock purchase plan, and other
stock-based benefit plans.

         Forward-Looking Statements
         --------------------------

      Statements made herein concerning the new stock repurchase program are
forward-looking statements. Actual results could differ materially due to the
following risks and uncertainties--deteriorating economic conditions; increased
competition; interest rate movements; market volatility in the securities
markets; legislative or regulatory developments; merger-related synergies,
savings and integration issues; technological changes; and other risks and
uncertainties discussed in National Penn's reports filed from time to time with
the Securities and Exchange Commission. National Penn cautions readers not to
place undue reliance on these statements. National Penn undertakes no obligation
to publicly release or update any of these statements.




                                    SIGNATURE
                                   -----------

      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.


                                            NATIONAL PENN BANCSHARES, INC.


                                            By    /s/Wayne R. Weidner
                                            ---------------------------
                                            Name:  Wayne R. Weidner
                                            Title: Chairman, President
                                                   and CEO


Dated:  September 24, 2003