UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: December 18, 2003 ACNB CORPORATION -------------------------------------------------------- (Exact name of registrant's as specified in its charter) PENNSYLVANIA 0-11783 23-2233457 (State or other jurisdiction (Commission File #) (I.R.S. Employer of incorporation) Identification No.) 16 LINCOLN SQUARE, GETTYSBURG, PA 17325 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (717) 334-3161 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) Item 4. Changes in Registrant's Certifying Accountant Item 7. Financial Statements, Pro Forma Financial Information and Exhibits ACNB CORPORATION FORM 8-K ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT On October 8, 2003, Stambaugh Ness, PC, the Registrant's principal accountants, notified the Registrant that it will decline to stand for appointment after completion of the current audit for calendar year 2003. Services to be provided by Stambaugh Ness, PC through the end of the calendar year 2003 included the interim review for the third quarter ended September 30, 2003. Stambaugh Ness, PC, has chosen not to continue to provide independent auditing services to companies who report to the Securities and Exchange Commission. Stambaugh Ness, PC, will provide a letter of final resignation in 2004. On December 11, 2003, the Audit Committee of the Registrant's Board of Directors voted to engage Beard Miller Company, LLP, as principal accountants to replace Stambaugh Ness, PC. The change will become effective for the 2004 year end audit including interim reviews commencing with the first quarter ending March 31, 2004. In connection with audits of the two fiscal years ended December 31, 2002, and subsequent interim periods through October 8, 2003, there were no disagreements with Stambaugh Ness, PC, on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements if not resolved to Stambaugh Ness' satisfaction, would have caused them to make reference to the subject matter of the disagreement in connection with its report. The audit reports of Stambaugh Ness, PC, on the financial statements of ACNB Corporation as of and for the years ended December 31, 2002 and 2001, did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles. We have provided Stambaugh Ness, PC, with a copy of the foregoing disclosures. Attached as Exhibit 16.1 is a copy of Stambaugh Ness' letter dated December 18, 2003, stating that it has found no basis for disagreement with such statements. During the years ended December 31, 2002 and 2001 and the subsequent interim periods through the date of this Form 8-K, neither the registrant nor anyone on its behalf consulted Beard Miller Company LLP on any matters or reportable events listed in Item 304 (a) (2) (i) and (ii). ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (a) Financial Statements of Businesses Acquired None (b) Pro Forma Financial Information None (c) Exhibits 16.1 - Letter Stambaugh Ness, PC, dated December 18, 2003 SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ACNB Corporation By: /s/ Ronald L. Hankey ------------------------- Ronald L. Hankey Chairman of the Board/CEO Dated: December 18, 2003