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UNITED STATES
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 - October 11, 2005
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CODORUS VALLEY BANCORP, INC.
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(Exact name of registrant as specified in its charter)
Pennsylvania 0-15536 23-2428543
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(State or other (Commission File (IRS Employer
jurisdiction of Number) Number)
of incorporation)
105 Leader Heights Road
P.O. Box 2887
York, Pennsylvania 17405-2887
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(Address of principal executive offices) (Zip code)
717-747-1519
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(Registrant's telephone number including area code)
N/A
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(Former name or address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
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Page 1 of 32 sequentially numbered pages in manually signed copy
Exhibit Index found on page 3
1
CODORUS VALLEY BANCORP, INC.
FORM 8-K
Section 5 - Corporate Governance and Management.
ITEM 5.03 AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN
FISCAL YEAR.
(a) On October 11, 2005, the Board of Directors of Codorus Valley
Bancorp, Inc., by a majority vote, approved amendments to Article
17, Section 17.1 of the Bylaws of Codorus Valley Bancorp, Inc. A
complete copy of the amended Bylaws is attached as Exhibit 3(ii).
Section 8 - Other Events
ITEM 8.01 OTHER EVENTS.
Codorus Valley Bancorp, Inc. hereby files its amended Articles of
Incorporation. A complete copy of the amended Articles of
Incorporation is attached as Exhibit 3(i).
Section 9 - Financial Statements and Exhibits.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits.
No. Description
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3(i) Amended Articles of Incorporation of Codorus Valley
Bancorp, Inc.
3(ii) Amended Bylaws of Codorus Valley Bancorp, Inc.
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.
Codorus Valley Bancorp, Inc.
(Registrant)
Date: October 11, 2005 /s/ Larry J. Miller
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Larry J. Miller
President and Chief
Executive Officer
(Principal Executive Officer)
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EXHIBIT INDEX
Page Number
Exhibit In Manually Signed Original
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3 (i) Amended Articles of Incorporation of Codorus Valley Bancorp, Inc. 4
3(ii) Amended Bylaws of Codorus Valley Bancorp, Inc. 15
3