CHEMUNG FINANCIAL CORP - Quarter Report: 2015 June (Form 10-Q)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549   FORM 10-Q
[X]	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarterly period ended June 30, 2015
Or
[ ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File No. 0-13888
CHEMUNG FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
New York				16-1237038
(State or other jurisdiction of incorporation or organization)				I.R.S. Employer Identification No.
One Chemung Canal Plaza, P.O. Box 1522, Elmira, NY				14902
(Address of principal executive offices)				(Zip Code)
(607) 737-3711 or (800) 836-3711
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
YES:    X         NO:____
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
YES:    X        NO:____
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See definitions of "large accelerated filer", "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer		[   ]	Non-accelerated filer		[   ]
Accelerated filer		[X]	Smaller reporting company		[   ]
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act):
YES:             NO:  X
The number of shares of the registrant's common stock, $.01 par value, outstanding on August 6, 2015 was 4,656,052.

		PAGES
	Glossary of Abbreviations and Terms	3
PART I.	FINANCIAL INFORMATION
Item 1:	Financial Statements – Unaudited
	Consolidated Balance Sheets	6
	Consolidated Statements of Income	7
	Consolidated Statements of Comprehensive Income	8
	Consolidated Statements of Shareholders’ Equity	9
	Consolidated Statements of Cash Flows	10
	Notes to Unaudited Consolidated Financial Statements	12
Item 2:	Management's Discussion and Analysis of Financial Condition and Results of Operations	40
Item 3:	Quantitative and Qualitative Disclosures About Market Risk	65
Item 4:	Controls and Procedures	66
PART II.	OTHER INFORMATION
Item 1:	Legal Proceedings	67
Item 1A:	Risk Factors	67
Item 2:	Unregistered Sales of Equity Securities and Use of Proceeds	67
Item 3:	Defaults Upon Senior Securities	67
Item 4:	Mine Safety Disclosures	67
Item 5:	Other Information	67
Item 6:	Exhibits	68
SIGNATURES		69
EXHIBIT INDEX

GLOSSARY OF ABBREVIATIONS AND TERMS
To assist the reader the Corporation has provided the following list of commonly used abbreviations and terms included in the Notes to the Unaudited Consolidated Financial Statements and Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Abbreviations
ALCO	Asset-Liability Committee
ASU	Accounting Standards Update
Bank	Chemung Canal Trust Company
CDARS	Certificate of Deposit Account Registry Service
CDO	Collateralized Debt Obligation
CFS	CFS Group, Inc.
Corporation	Chemung Financial Corporation
Dodd-Frank Act	The Dodd-Frank Wall Street Reform and Consumer Protection Act
EPS	Earnings per share
FASB	Financial Accounting Standards Board
FDIC	Federal Deposit Insurance Corporation
FHLBNY	Federal Home Loan Bank New York
FRB	Board of Governors of the Federal Reserve System
FRBNY	Federal Reserve Bank of New York
Freddie Mac	Federal Home Loan Mortgage Corporation
GAAP	U.S. Generally Accepted Accounting Principles
ICS	Insured Cash Sweep Service
MD&A	Management’s Discussion and Analysis of Financial Condition and Results of Operations
NAICS	North American Industry Classification System
OPEB	Other postemployment benefits
OREO	Other real estate owned
OTTI	Other-than-temporary impairment
PCI	Purchased credit impaired
ROA	Return on average assets
ROE	Return on average equity
RWA	Risk-weighted assets
SBA	Small Business Administration
SEC	Securities and Exchange Commission
TDRs	Troubled debt restructurings
WMG	Wealth Management Group

Terms
Allowance for loan losses to total loans	Represents period-end allowance for loan losses divided by retained loans.
Assets under administration	Represents assets that are beneficially owned by clients and all investment decisions pertaining to these assets are also made by clients.
Assets under management	Represents assets that are managed on behalf of clients.
Basel III	A comprehensive set of reform measures, developed by the Basel Committee on Banking Supervision, to strengthen the regulation, supervision and risk management of the banking sector.
Benefit obligation	Refers to the projected benefit obligation for pension plans and the accumulated postretirement benefit obligation for OPEB plans.
Capital Bank	Division of Chemung Canal Trust Company located in the “Capital Region” of New York State and includes the counties of Albany and Saratoga.
CDARS	Program involving a network of financial institutions that exchange certificates of deposits among members in order to ensure FDIC insurance coverage on customer deposits above the single institution limit.  Using a sophisticated matching system, funds are exchanged on a dollar-for-dollar basis, so that the equivalent of an original deposit comes back to the originating institution.

Collateralized debt obligation	A structured financial product that pools together cash flow-generating assets, such as mortgages, bonds, and loans.
Collateralized mortgage obligations	A type of mortgage-backed security with principal repayments organized according to their maturities and into different classes based on risk.  The mortgages serve as collateral and are organized into classes based on their risk profile.
Dodd-Frank Act	The Dodd-Frank Act was enacted on July 21, 2010 and significantly changed the bank regulatory landscape and has impacted and will continue to impact the lending, deposit, investment, trading and operating activities of financial institutions and their holding companies.  The Dodd-Frank Act requires various federal agencies to adopt a broad range of new rules and regulations, and to prepare various studies and reports for Congress.
Fully taxable equivalent basis	Income from tax-exempt loans and investment securities that have been increased by an amount equivalent to the taxes that would have been paid if this income were taxable at statutory rates; the corresponding income tax impact related to tax-exempt items is recorded within income tax expense.
GAAP	Accounting principles generally accepted in the United States of America.
Holding company and other	Consists of the operations for Chemung Financial Corporation (parent only) and CFS.
ICS	Program involving a network of financial institutions that exchange interest-bearing money market deposits among members in order to ensure FDIC insurance coverage on customer deposits above the single institution limit.  Using a sophisticated matching system, funds are exchanged on a dollar-for-dollar basis, so that the equivalent of an original deposit comes back to the originating institution.
Loans held for sale	Residential real estate loans originated for sale on the secondary market with maturities from 15-30 years.
Mortgage-backed securities	A type of asset-backed security that is secured by a collection of mortgages.
Municipal clients	A political unit, such as a city, town, or village, incorporated for local self-government.
N/A	Data is not applicable or available for the period presented.
N/M	Not meaningful.
Non-GAAP	A calculation not made according to GAAP.
Obligations of state and political subdivisions	An obligation that is guaranteed by the full faith and credit of a state or political subdivision that has the power to tax.
Obligations of U.S. Government	A federally guaranteed obligation backed by the full power of the U.S. government, including Treasury bills, Treasury notes and Treasury bonds.
Obligations of U.S. Government sponsored enterprise obligations	Obligations of agencies originally established or chartered by the U.S. government to serve public purposes as specified by the U.S. Congress; these obligations are not explicitly guaranteed as to the timely payment of principal and interest by the full faith and credit of the U.S. government.
Other real estate owned	Represents real property owned by the Corporation, which is not directly related to its business and is most frequently the result of a foreclosure on real property.
OTTI	Impairment charge taken on a security whose fair value has fallen below the carrying value on the balance sheet and whose value is not expected to recover through the holding period of the security.
PCI loans	Represents loans that were acquired in the Fort Orange Financial Corp. transaction and deemed to be credit-impaired on the acquisition date in accordance with the guidance of FASB.

Political subdivision	A county, city, town, or other municipal corporation, a public authority, or a publicly-owned entity that is an instrumentality of a state or a municipal corporation.
Pre-provision profit/(loss)	Represents total net revenue less noninterest expense.  The Corporation believes that this financial measure is useful in assessing the ability of a bank to generate income in excess of its provision for credit losses.
RWA	Risk-weighted assets consist of on- and off-balance sheet assets that are assigned to one of several broad risk categories and weighted by factors representing their risk and potential for default.  On-balance sheet assets are risk-weighted based on the perceived credit risk associated with the obligor or counterparty, the nature of any collateral, and the guarantor, if any.  Off-balance sheet assets such as lending-related commitments, guarantees, derivatives and other applicable off-balance sheet positions are risk-weighted by multiplying the contractual amount by the appropriate credit conversion factor to determine the on-balance sheet credit equivalent amount, which is then risk-weighted based on the same factors used for on-balance sheet assets.  Risk-weighted assets also incorporate a measure for market risk related to applicable trading assets-debt and equity instruments.  The resulting risk-weighted values for each of the risk categories are then aggregated to determine total risk-weighted assets.
SBA loan pools	Business loans partially guaranteed by the SBA
Securities sold under agreements to repurchase	Sale of securities together with an agreement for the seller to buy back the securities at a later date.
TDR	A TDR is deemed to occur when the Corporation modifies the original terms of a loan agreement by granting a concession to a borrower that is experiencing financial difficulty.
Trust preferred securities	A hybrid security with characteristics of both subordinated debt and preferred stock which allows for early redemption by the issuer, makes fixed or variable payments, and matures at face value.
Unaudited	Financial statements and information that have not been subjected to auditing procedures sufficient to permit an independent certified public accountant to express an opinion.
Wealth Management Group	Provides services as executor and trustee under wills and agreements, and guardian, custodian, trustee and agent for pension, profit-sharing and other employee benefit trusts, as well as various investment, financial planning, pension, estate planning and employee benefit administration services.

CHEMUNG FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
UNAUDITED
(in thousands, except share and per share data)		June 30, 2015				December 31, 2014
ASSETS
Cash and due from financial institutions		$	28,014			$	28,130
Interest-bearing deposits in other financial institutions			1,650				1,033
Total cash and cash equivalents			29,664				29,163
Trading assets, at fair value			635				549
Securities available for sale, at estimated fair value			290,571				280,507
Securities held to maturity, estimated fair value of $6,351 at June 30, 2015   and $6,197 at December 31, 2014			6,045				5,831
FHLBNY and FRBNY Stock, at cost			4,873				5,535
Loans, net of deferred loan fees			1,150,406				1,121,574
Allowance for loan losses			(14,028	)			(13,686	)
Loans, net			1,136,378				1,107,888
Loans held for sale			668				665
Premises and equipment, net			30,874				32,287
Goodwill			21,824				21,824
Other intangible assets, net			4,478				5,067
Bank owned life insurance			2,801				2,764
Accrued interest receivable and other assets			24,822				32,459
Total assets		$	1,553,633			$	1,524,539
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits:
Non-interest-bearing		$	385,467			$	366,298
Interest-bearing			946,510				913,716
Total deposits			1,331,977				1,280,014
FHLBNY overnight advances			15,600				30,830
Securities sold under agreements to repurchase			31,882				29,652
FHLBNY term advances			19,256				19,310
Long term capital lease obligation			2,945				2,976
Dividends payable			1,210				1,204
Accrued interest payable and other liabilities			14,243				26,925
Total liabilities			1,417,113				1,390,911
Shareholders' equity:
Common stock, $0.01 par value per share, 10,000,000 shares authorized;   5,310,076 issued at June 30, 2015 and December 31, 2014			53				53
Additional-paid-in-capital			45,468				45,355
Retained earnings			116,817				114,383
Treasury stock, at cost (654,560 shares at June 30, 2015; 680,948   shares at December 31, 2014)			(16,704	)			(17,378	)
Accumulated other comprehensive loss			(9,114	)			(8,785	)
Total shareholders' equity			136,520				133,628
Total liabilities and shareholders' equity		$	1,553,633			$	1,524,539

		Three Months Ended June 30,								Six Months Ended June 30,
(in thousands, except per share data)		2015				2014				2015				2014
Interest and dividend income:
Loans, including fees		$	12,096			$	11,449			$	23,999			$	22,617
Taxable securities			1,164				1,264				2,253				2,768
Tax exempt securities			239				258				458				522
Interest-bearing deposits			20				25				43				43
Total interest and dividend income			13,519				12,996				26,753				25,950
Interest expense
Deposits			492				517				978				1,040
Securities sold under agreements to repurchase			212				212				421				420
Borrowed funds			168				192				365				382
Total interest expense			872				921				1,764				1,842
Net interest income			12,647				12,075				24,989				24,108
Provision for loan losses			259				1,103				649				1,741
Net interest income after provision for loan losses			12,388				10,972				24,340				22,367
Non-interest income:
WMG fee income			2,198				1,989				4,324				3,872
Service charges on deposit accounts			1,224				1,350				2,362				2,582
Net gains on securities transactions			252				522				302				522
Net gains on sales of loans held for sale			98				83				150				125
Net gains (losses) on sales of other real estate owned			42				(14	)			120				(44	)
Income from bank owned life insurance			19				19				37				39
Other			1,493				1,457				3,217				3,274
Total non-interest income			5,326				5,406				10,512				10,370
Non-interest expense:
Salaries and wages			5,188				5,156				10,288				10,309
Pension and other employee benefits			1,557				1,479				3,286				2,838
Net occupancy expenses			1,757				1,659				3,607				3,452
Furniture and equipment expenses			789				715				1,522				1,345
Data processing expense			1,552				1,414				3,113				2,895
Professional services			420				421				689				643
Amortization of intangible assets			285				324				589				669
Marketing and advertising expenses			271				332				506				625
Other real estate owned expenses			224				45				308				132
FDIC insurance			280				274				566				543
Loan expense			175				146				315				295
Merger and acquisition related expenses			-				29				-				115
Other			1,325				1,585				2,770				3,062
Total non-interest expenses			13,823				13,579				27,559				26,923
Income before income tax expense			3,891				2,799				7,293				5,814
Income tax expense			1,314				869				2,440				1,820
Net income		$	2,577			$	1,930			$	4,853			$	3,994
Weighted average shares outstanding			4,717				4,681				4,712				4,679
Basic and diluted earnings per share		$	0.55			$	0.41			$	1.03			$	0.85

		Three Months Ended June 30,								Six Months Ended June 30,
(in thousands)		2015				2014				2015				2014
Net income		$	2,577			$	1,930			$	4,853			$	3,994
Other comprehensive income (loss):
Unrealized holding gains (losses) on securities available for sale			(2,229	)			1,131				(964	)			2,015
Reclassification adjustment for gains realized in net income			(252	)			(522	)			(302	)			(522	)
Net unrealized gains (losses)			(2,481	)			609				(1,266	)			1,493
Tax effect			(931	)			234				(490	)			574
Net of tax amount			(1,550	)			375				(776	)			919
Change in funded status of defined benefit pension plan and other    benefit plans:
Net gain (loss) arising during the period			-				-				-				-
Reclassification adjustment for amortization of prior service costs			(21	)			(22	)			(43	)			(44	)
Reclassification adjustment for amortization of net actuarial loss			384				165				767				330
Total before tax effect			363				143				724				286
Tax effect			140				55				277				110
Net of tax amount			223				88				447				176
Total other comprehensive income (loss)			(1,327	)			463				(329	)			1,095
Comprehensive income		$	1,250			$	2,393			$	4,524			$	5,089

(in thousands, except share data)		Common Stock				Additional Paid-in Capital				Retained Earnings				Treasury Stock				Accumulated Other Comprehensive Income (Loss)				Total
Balances at January 1, 2014		$	53			$	45,399			$	111,031			$	(18,060	)		$	155			$	138,578
Net income			-				-				3,994				-				-				3,994
Other comprehensive income			-				-				-				-				1,095				1,095
Restricted stock awards			-				74				-				-				-				74
Restricted stock units for directors' deferred compensation plan			-				48				-				-				-				48
Cash dividends declared ($0.52 per share)			-				-				(2,401	)			-				-				(2,401	)
Distribution of 8,385 shares of treasury stock for directors' compensation			-				59				-				214				-				273
Distribution of 990 shares of treasury stock for employee restricted stock awards, net			-				(26	)			-				26				-				-
Distribution of 3,595 shares of treasury stock for employee stock compensation			-				25				-				92				-				117
Distribution of 3,467 shares of treasury stock for deferred directors’ compensation			-				(85	)			-				88				-				3
Balances at June 30, 2014		$	53			$	45,494			$	112,624			$	(17,640	)		$	1,250			$	141,781
Balances at January 1, 2015		$	53			$	45,355			$	114,383			$	(17,378	)		$	(8,785	)		$	133,628
Net income			-				-				4,853				-				-				4,853
Other comprehensive loss			-				-				-				-				(329	)			(329	)
Restricted stock awards			-				104				-				-				-				104
Restricted stock units for directors' deferred compensation plan			-				49				-				-				-				49
Cash dividends declared ($0.52 per share)			-				-				(2,419	)			-				-				(2,419	)
Distribution of 9,673 shares of treasury stock for directors' compensation			-				24				-				247				-				271
Distribution of 3,303 shares of treasury stock for employee stock compensation			-				8				-				85				-				93
Sale of 9,814 shares of treasury stock			-				17				-				250				-				267
Distribution of 3,598 shares of treasury stock for deferred directors’ compensation			-				(89	)			-				92				-				3
Balances at June 30, 2015		$	53			$	45,468			$	116,817			$	(16,704	)		$	(9,114	)		$	136,520

(in thousands)		Six Months Ended June 30,
CASH FLOWS FROM OPERATING ACTIVITIES:		2015				2014
Net income		$	4,853			$	3,994
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization of intangible assets			589				669
Provision for loan losses			649				1,741
Gains on disposal of fixed assets			(9	)			(7	)
Depreciation and amortization of fixed assets			2,062				1,808
Amortization of premiums on securities, net			1,014				1,223
Gains on sales of loans held for sale, net			(150	)			(125	)
Proceeds from sales of loans held for sale			7,004				5,477
Loans originated and held for sale			(6,857	)			(5,571	)
Net gains on trading assets			(12	)			(30	)
Proceeds from sales of trading assets			-				7
Net gains on securities transactions			(302	)			(522	)
Net (gains) losses on sales of other real estate owned			(120	)			44
Purchase of trading assets			(74	)			(61	)
Decrease in other assets			7,068				1,672
Decrease in accrued interest payable			(19	)			(46	)
Expense related to restricted stock units for directors' deferred compensation plan			49				48
Expense related to employee stock compensation			93				117
Expense related to restricted stock awards			104				74
Decrease in other liabilities			(11,452	)			(3,041	)
Proceeds from bank owned life insurance			-				110
Income from bank owned life insurance			(37	)			(39	)
Net cash provided by operating activities			4,453				7,542
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sales and calls of securities available for sale			54,319				49,765
Proceeds from maturities and principal collected on securities available for sale			17,546				13,272
Proceeds from maturities and principal collected on securities held to maturity			1,184				1,813
Purchases of securities available for sale			(83,907	)			(2,627	)
Purchases of securities held to maturity			(1,398	)			(592	)
Purchase of FHLBNY and FRBNY stock			(5,852	)			(293	)
Redemption of FHLBNY and FRBNY stock			6,514				45
Proceeds from sale of equipment			9				7
Purchases of premises and equipment			(649	)			(1,707	)
Proceeds from sales of other real estate owned			699				298
Net increase in loans			(29,149	)			(89,949	)
Net cash used by investing activities			(40,684	)			(29,968	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase in demand deposits, interest-bearing demand accounts,   savings accounts, and insured money market accounts			83,081				61,148
Net decrease in time deposits			(31,118	)			(18,976	)
Net increase (decrease) in securities sold under agreements to repurchase			2,230				(1,955	)
Repayments of FHLBNY overnight advances, net			(15,230	)			-
Repayments of FHLBNY long term advances			(54	)			(1,107	)
Increase in capital lease obligation			-				384
Payments made on capital lease			(31	)			-
Sale of treasury stock			267				-
Cash dividends paid			(2,413	)			(2,395	)
Net cash provided by financing activities			36,732				37,099
Net increase in cash and cash equivalents			501				14,673
Cash and cash equivalents, beginning of period			29,163				51,609
Cash and cash equivalents, end of period		$	29,664			$	66,282

(in thousands)		Six Months Ended June 30,
Supplemental disclosure of cash flow information:		2015				2014
Cash paid for:
Interest		$	1,783			$	1,888
Income taxes		$	4,651			$	1,246
Supplemental disclosure of non-cash activity:
Transfer of loans to other real estate owned		$	10			$	578
Dividends declared, not yet paid		$	1,210			$	1,201

		June 30, 2015
		Amortized Cost				Unrealized Gains				Unrealized Losses				Estimated Fair Value
Obligations of U.S. Government and U.S. Government sponsored enterprises		$	130,736			$	1,160			$	2			$	131,894
Mortgage-backed securities, residential			115,727				672				723				115,676
Collateralized mortgage obligations			139				2				-				141
Obligations of states and political subdivisions			39,379				671				83				39,967
Corporate bonds and notes			1,249				13				2				1,260
SBA loan pools			1,138				10				2				1,146
Corporate stocks			285				202				-				487
Total		$	288,653			$	2,730			$	812			$	290,571

		December 31, 2014
		Amortized Cost				Unrealized Gains				Unrealized Losses				Estimated Fair Value
Obligations of U.S. Government and U.S. Government sponsored enterprises		$	180,535			$	1,300			$	162			$	181,673
Mortgage-backed securities, residential			60,787				892				19				61,660
Collateralized mortgage obligations			335				3				-				338
Obligations of states and political subdivisions			30,677				802				28				31,451
Corporate bonds and notes			1,502				35				4				1,533
SBA loan pools			1,296				11				3				1,304
Trust preferred securities			1,906				122				-				2,028
Corporate stocks			285				235				-				520
Total		$	277,323			$	3,400			$	216			$	280,507

	June 30, 2015
	Amortized Cost			Unrealized Gains			Unrealized Losses			Estimated Fair Value
Obligations of states and political subdivisions	$	5,605		$	304		$	-		$	5,909
Time deposits with other financial institutions		440			2			-			442
Total	$	6,045		$	306		$	-		$	6,351

	December 31, 2014
	Amortized Cost			Unrealized Gains			Unrealized Losses			Estimated Fair Value
Obligations of states and political subdivisions	$	5,175		$	360		$	-		$	5,535
Time deposits with other financial institutions		656			6			-			662
Total	$	5,831		$	366		$	-		$	6,197

		June 30, 2015
		Available for Sale								Held to Maturity
		Amortized				Fair				Amortized				Fair
		Cost				Value				Cost				Value
Within one year		$	40,628			$	41,060			$	3,397			$	3,430
After one, but within five years			110,547				111,777				2,431				2,674
After five, but within ten years			20,189				20,284				217				247
After ten years			-				-				-				-
			171,364				173,121				6,045				6,351
Mortgage-backed securities, residential			115,727				115,676				-				-
Collateralized mortgage obligations			139				141				-				-
SBA loan pools			1,138				1,146				-				-
Total		$	288,368			$	290,084			$	6,045			$	6,351

		2015				2014
Proceeds		$	54,268			$	49,765
Gross gains		$	252			$	522
Tax expense		$	97			$	201

		2015				2014
Proceeds		$	54,319			$	49,765
Gross gains		$	302			$	522
Tax expense		$	116			$	201

		Less than 12 months								12 months or longer								Total
June 30, 2015		Fair Value				Unrealized Losses				Fair Value				Unrealized Losses				Fair Value				Unrealized Losses
Obligations of U.S. Government and U.S. Government sponsored enterprises		$	4,997			$	2			$	-			$	-			$	4,997			$	2
Mortgage-backed securities, residential			80,393				723				-				-				80,393				723
Obligations of states and political subdivisions			12,857				80				737				3				13,594				83
Corporate bonds and notes			245				2				-				-				245				2
SBA loan pools			-				-				506				2				506				2
Total temporarily impaired securities		$	98,492			$	807			$	1,243			$	5			$	99,735			$	812

		Less than 12 months								12 months or longer								Total
December 31, 2014		Fair Value				Unrealized Losses				Fair Value				Unrealized Losses				Fair Value				Unrealized Losses
Obligations of U.S. Government and U.S. Government sponsored enterprises		$	57,512			$	108			$	4,945			$	54			$	62,457			$	162
Mortgage-backed securities, residential			11,051				19				-				-				11,051				19
Obligations of states and political subdivisions			4,625				22				1,056				6				5,681				28
Corporate bonds and notes			-				-				243				4				243				4
Corporate stocks			276				1				316				2				592				3
Total temporarily impaired securities		$	73,464			$	150			$	6,560			$	66			$	80,024			$	216

		2015				2014
Beginning balance, January 1,		$	-			$	1,939
Amounts related to credit loss for which an other-than-temporary      impairment was not previously recognized			-				-
Additions/Subtractions:
Amounts realized for securities sold during the period			-				-
Amounts related to securities for which the Corporation intends to sell      or that it will be more likely than not that the Corporation will be required to      sell prior to recovery of amortized cost basis			-				-
Reductions for increase in cash flows expected to be collected that are      recognized over the remaining life of the security			-				-
Reductions for previous credit losses realized in securities liquidated during the      period			-				(1,939	)
Increases to the amount related to the credit loss for which other-than-temporary      impairment was previously recognized			-				-
Ending balance, June 30,		$	-			$	-

		June 30, 2015				December 31, 2014
Commercial and agricultural:
Commercial and industrial		$	179,880			$	165,385
Agricultural			1,832				1,021
Commercial mortgages:
Construction			37,557				54,831
Commercial mortgages, other			446,034				397,762
Residential mortgages			198,469				196,809
Consumer loans:
Credit cards			1,521				1,654
Home equity lines and loans			100,701				99,354
Indirect consumer loans			164,890				184,763
Direct consumer loans			19,522				19,995
Total loans, net of deferred loan fees		$	1,150,406			$	1,121,574
Interest receivable on loans			2,693				2,780
Total recorded investment in loans		$	1,153,099			$	1,124,354

		Three Months Ended
		June 30, 2015
Allowance for loan losses		Commercial and Agricultural				Commercial Mortgages				Residential Mortgages				Consumer Loans				Total
Beginning balance:		$	1,671			$	6,530			$	1,594			$	4,097			$	13,892
Charge-offs:			-				(28	)			(10	)			(245	)			(283	)
Recoveries:			23				17				-				120				160
Net recoveries (charge-offs)			23				(11	)			(10	)			(125	)			(123	)
Provision			131				106				(39	)			61				259
Ending balance		$	1,825			$	6,625			$	1,545			$	4,033			$	14,028

		Three Months Ended
		June 30, 2014
Allowance for loan losses		Commercial and Agricultural				Commercial Mortgages				Residential Mortgages				Consumer Loans				Total
Beginning balance:		$	1,945			$	6,484			$	1,552			$	3,174			$	13,155
Charge-offs:			(300	)			(315	)			-				(308	)			(923	)
Recoveries:			100				45				28				124				297
Net recoveries (charge-offs)			(200	)			(270	)			28				(184	)			(626	)
Provision			4				698				(82	)			483				1,103
Ending balance		$	1,749			$	6,912			$	1,498			$	3,473			$	13,632

		Six Months Ended
		June 30, 2015
Allowance for loan losses		Commercial and Agricultural				Commercial Mortgages				Residential Mortgages				Consumer Loans				Total
Beginning balance:		$	1,460			$	6,326			$	1,572			$	4,328			$	13,686
Charge-offs:			-				(28	)			(32	)			(613	)			(673	)
Recoveries:			38				84				-				244				366
Net recoveries (charge-offs)			38				56				(32	)			(369	)			(307	)
Provision			327				243				5				74				649
Ending balance		$	1,825			$	6,625			$	1,545			$	4,033			$	14,028

		Six Months Ended
		June 30, 2014
Allowance for loan losses		Commercial and Agricultural				Commercial Mortgages				Residential Mortgages				Consumer Loans				Total
Beginning balance:		$	1,979			$	6,243			$	1,517			$	3,037			$	12,776
Charge-offs:			(355	)			(358	)			(7	)			(776	)			(1,496	)
Recoveries:			193				83				28				307				611
Net recoveries (charge-offs)			(162	)			(275	)			21				(469	)			(885	)
Provision			(68	)			944				(40	)			905				1,741
Ending balance		$	1,749			$	6,912			$	1,498			$	3,473			$	13,632

		June 30, 2015												December 31, 2014
With no related allowance recorded:		Unpaid Principal Balance				Recorded Investment				Allowance for Loan Losses Allocated				Unpaid Principal Balance				Recorded Investment				Allowance for Loan Losses Allocated
Commercial and agricultural:
Commercial and industrial		$	1,260			$	1,263			$	-			$	1,359			$	1,364			$	-
Commercial mortgages:
Construction			445				446				-				1,927				1,910				-
Commercial mortgages, other			7,766				7,679				-				7,803				7,708				-
Residential mortgages			243				243				-				253				253				-
Consumer loans:
Home equity lines and loans			478				481				-				429				432				-
With an allowance recorded:
Commercial and agricultural:
Commercial and industrial			244				245				244				89				89				89
Commercial mortgages:
Commercial mortgages, other			4,995				4,946				1,289				4,210				4,094				1,145
Consumer loans:
Home equity lines and loans			-				-				-				54				54				1
Total		$	15,431			$	15,303			$	1,533			$	16,124			$	15,904			$	1,235

		Three Months Ended June 30, 2015								Three Months Ended June 30, 2014								Six Months Ended June 30, 2015								Six Months Ended June 30, 2014
With no related allowance recorded:		Average Recorded Investment				Interest Income Recognized (1)				Average Recorded Investment				Interest Income Recognized (1)				Average Recorded Investment				Interest Income Recognized (1)				Average Recorded Investment				Interest Income Recognized (1)
Commercial and agricultural:
Commercial and industrial		$	1,467			$	17			$	1,386			$	16			$	1,433			$	32			$	1,566			$	30
Commercial mortgages:
Construction			1,172				4				2,101				25				1,418				29				2,231				51
Commercial mortgages, other			7,636				63				6,489				66				7,660				126				6,806				129
Residential mortgages			246				1				112				-				249				2				114				-
Consumer loans:
Home equity lines & loans			482				6				71				1				465				12				72				1
With an allowance recorded:
Commercial and agricultural:
Commercial and industrial			274				-				512				-				212				3				784				-
Commercial mortgages:
Commercial mortgages, other			4,611				24				1,010				-				4,438				47				912				-
Consumer loans:
Home equity lines and loans			-				-				57				1				18				-				58				2
Total		$	15,888			$	115			$	11,738			$	109			$	15,893			$	136			$	12,543			$	213

June 30, 2015		Current				30-89 Days Past Due				90 Days or more Past Due and accruing				Loans acquired with deteriorated credit quality				Non-Accrual (1)				Total
Commercial and agricultural:
Commercial and industrial		$	179,913			$	120			$	11			$	-			$	254			$	180,298
Agricultural			1,837				-				-				-				-				1,837
Commercial mortgages:
Construction			37,498				-				-				-				146				37,644
Commercial mortgages, other			434,106				3,313				-				1,883				7,767				447,069
Residential mortgages			193,301				1,857				-				261				3,542				198,961
Consumer loans:
Credit cards			1,472				33				16				-				-				1,521
Home equity lines and loans			99,974				124				-				-				840				100,938
Indirect consumer loans			163,789				1,164				-				-				292				165,245
Direct consumer loans			19,500				65				-				-				21				19,586
Total		$	1,131,390			$	6,676			$	27			$	2,144			$	12,862			$	1,153,099

December 31, 2014		Current				30-89 Days Past Due				90 Days or more Past Due and accruing				Loans acquired with deteriorated credit quality				Non-Accrual (1)				Total
Commercial and agricultural:
Commercial and industrial		$	164,109			$	756			$	-			$	620			$	312			$	165,797
Agricultural			1,023				-				-				-				-				1,023
Commercial mortgages:
Construction			53,371				-				1,446				-				150				54,967
Commercial mortgages, other			391,096				3,064				-				1,761				2,831				398,752
Residential mortgages			191,089				2,333				-				250				3,615				197,287
Consumer loans:
Credit cards			1,641				5				8				-				-				1,654
Home equity lines and loans			98,340				736				-				-				515				99,591
Indirect consumer loans			183,103				1,789				-				-				325				185,217
Direct consumer loans			19,988				48				-				-				30				20,066
Total		$	1,103,760			$	8,731			$	1,454			$	2,631			$	7,778			$	1,124,354

June 30, 2015	Number of Loans			Pre-Modification Outstanding Recorded Investment			Post-Modification Outstanding Recorded Investment
Troubled debt restructurings:
Commercial mortgages:
Commercial mortgages		1			110			110
Total		1		$	110		$	110

June 30, 2015	Number of Loans			Pre-Modification Outstanding Recorded Investment			Post-Modification Outstanding Recorded Investment
Troubled debt restructurings:
Commercial and agricultural:
Commercial and industrial		1		$	477		$	477
Commercial mortgages:
Commercial mortgages		1			110			110
Total		2		$	587		$	587

June 30, 2014	Number of Loans			Pre-Modification Outstanding Recorded Investment			Post-Modification Outstanding Recorded Investment
Troubled debt restructurings:
Commercial and agricultural:
Commercial and industrial		1		$	503		$	503
Commercial mortgages:
Commercial mortgages		2			367			323
Total		3		$	870		$	826

		June 30, 2015
		Not Rated				Pass				Loans acquired with deteriorated credit quality				Special Mention				Substandard				Doubtful				Total
Commercial and agricultural:
Commercial and industrial		$	-			$	174,500			$	-			$	3,696			$	1,938			$	164			$	180,298
Agricultural			-				1,837				-				-				-				-				1,837
Commercial mortgages:
Construction			-				37,198				-				300				146				-				37,644
Commercial mortgages			-				415,280				1,883				12,486				13,296				4,124				447,069
Residential mortgages			194,926				-				261				-				3,774				-				198,961
Consumer loans:
Credit cards			1,521				-				-				-				-				-				1,521
Home equity lines and loans			100,093				-				-				-				845				-				100,938
Indirect consumer loans			164,946				-				-				-				299				-				165,245
Direct consumer loans			19,565				-				-				-				21				-				19,586
Total		$	481,051			$	628,815			$	2,144			$	16,482			$	20,319			$	4,288			$	1,153,099

		December 31, 2014
		Not Rated				Pass				Loans acquired with deteriorated credit quality				Special Mention				Substandard				Doubtful				Total
Commercial and agricultural:
Commercial and industrial		$	-			$	158,140			$	620			$	3,695			$	3,306			$	36			$	165,797
Agricultural			-				1,023				-				-				-				-				1,023
Commercial mortgages:
Construction			-				51,525				-				3,292				150				-				54,967
Commercial mortgages			-				365,448				1,761				20,871				10,266				406				398,752
Residential mortgages			193,422				-				250				-				3,615				-				197,287
Consumer loans:
Credit cards			1,654				-				-				-				-				-				1,654
Home equity lines and loans			99,076				-				-				-				515				-				99,591
Indirect consumer loans			184,940				-				-				-				277				-				185,217
Direct consumer loans			20,045				-				-				-				21				-				20,066
Total		$	499,137			$	576,136			$	2,631			$	27,858			$	18,150			$	442			$	1,124,354

	June 30, 2015
				Consumer Loans
	Residential Mortgages			Credit Card			Home Equity Lines and Loans			Indirect Consumer Loans			Other Direct Consumer Loans
Performing	$	195,419		$	1,521		$	100,098		$	164,953		$	19,565
Non-Performing		3,542			-			840			292			21
	$	198,961		$	1,521		$	100,938		$	165,245		$	19,586

	December 31, 2014
				Consumer Loans
	Residential Mortgages			Credit Card			Home Equity Lines and Loans			Indirect Consumer Loans			Other Direct Consumer Loans
Performing	$	193,672		$	1,654		$	99,076		$	184,892		$	20,036
Non-Performing		3,615			-			515			325			30
	$	197,287		$	1,654		$	99,591		$	185,217		$	20,066

Three months ended June 30, 2015		Balance at March 31, 2015				Income Accretion				All Other Adjustments				Balance at June 30, 2015
Contractually required principal and interest		$	2,945			$	-			$	91			$	3,036
Contractual cash flows not expected to be collected   (nonaccretable discount)			(595	)			-				27				(568	)
Cash flows expected to be collected			2,350				-				118				2,468
Interest component of expected cash flows (accretable yield)			(333	)			36				(27	)			(324	)
Fair value of loans acquired with deteriorating credit quality		$	2,017			$	36			$	91			$	2,144

Six months ended June 30, 2015		Balance at December 31, 2014				Income Accretion				All Other Adjustments				Balance at June 30, 2015
Contractually required principal and interest		$	3,621			$	-			$	(585	)		$	3,036
Contractual cash flows not expected to be collected   (nonaccretable discount)			(570	)			-				2				(568	)
Cash flows expected to be collected			3,051				-				(583	)			2,468
Interest component of expected cash flows (accretable yield)			(420	)			99				(3	)			(324	)
Fair value of loans acquired with deteriorating credit quality		$	2,631			$	99			$	(586	)		$	2,144

						Fair Value Measurement at June 30, 2015 Using
Financial Assets:		Fair Value				Quoted Prices in Active Markets for Identical Assets (Level 1)				Significant Other Observable Inputs (Level 2)				Significant Unobservable Inputs (Level 3)
Obligations of U.S. Government and U.S. Government sponsored enterprises		$	131,894			$	14,578			$	117,316			$	-
Mortgage-backed securities, residential			115,676				-				115,676				-
Collateralized mortgage obligations			141				-				141				-
Obligations of states and political subdivisions			39,967				-				39,967				-
Corporate bonds and notes			1,260				-				1,260				-
SBA loan pools			1,146				-				1,146				-
Corporate stocks			487				60				427				-
Total available for sale securities		$	290,571			$	14,638			$	275,933			$	-
Trading assets		$	635			$	635			$	-			$	-

						Fair Value Measurement at June 30, 2015 Using
Financial Assets:		Fair Value				Quoted Prices in Active Markets for Identical Assets (Level 1)				Significant Other Observable Inputs (Level 2)				Significant Unobservable Inputs (Level 3)
Impaired Loans:
Commercial mortgages:
Commercial mortgages		$	3,657			$	-			$	-			$	3,657
Total impaired loans		$	3,657			$	-			$	-			$	3,657
Other real estate owned:
Commercial mortgages:
Commercial mortgages		$	2,376			$	-			$	-			$	2,376
Total other real estate owned, net		$	2,376			$	-			$	-			$	2,376

						Fair Value Measurement at December 31, 2014 Using
Financial Assets:		Fair Value				Quoted Prices in Active Markets for Identical Assets (Level 1)				Significant Other Observable Inputs (Level 2)				Significant Unobservable Inputs (Level 3)
Impaired Loans:
Commercial mortgages:
Commercial mortgages		$	3,593			$	-			$	-			$	3,593
Consumer loans:
Home equity lines and loans			52				-				-				52
Total impaired loans		$	3,645			$	-			$	-			$	3,645
Other real estate owned:
Commercial mortgages:
Commercial mortgages		$	3,063			$	-			$	-			$	3,063
Consumer loans:
Home equity lines and loans			2				-				-				2
Total other real estate owned, net		$	3,065			$	-			$	-			$	3,065

Description		Fair Value at June 30, 2015			Valuation Technique		Unobservable Inputs		Unobservable Inputs Value or Range
Impaired loans		$	3,657		Third party appraisals		Appraisal adjustments by management for qualitative factors such as market conditions and collateral characteristics		0% - 100% discount
Other real estate owned		$	2,376		Third party appraisals		Appraisal adjustments by management for qualitative factors such as market conditions and estimated liquidation expenses		31% discount

		Fair Value Measurements at June 30, 2015 Using
Financial assets:		Carrying Amount				Quoted Prices in Active Markets for Identical Assets (Level 1)				Significant Other Observable Inputs (Level 2)				Significant Unobservable Inputs (Level 3)				Estimated Fair Value (1)
Cash and due from financial institutions		$	28,014			$	28,014			$	-			$	-			$	28,014
Interest-bearing deposits in other financial institutions			1,650				1,650				-				-				1,650
Trading assets			635				635				-				-				635
Securities available for sale			290,571				14,638				275,933				-				290,571
Securities held to maturity			6,045				-				6,351				-				6,351
FHLBNY and FRBNY stock			4,873				-				-				-				N/A
Loans, net			1,136,378				-				-				1,160,285				1,160,285
Loans held for sale			668				-				668				-				668
Accrued interest receivable			3,764				38				1,067				2,659				3,764
Financial liabilities:
Deposits:
Demand, savings, and insured money market accounts		$	1,151,252			$	1,151,252			$	-			$	-			$	1,151,252
Time deposits			180,725				-				181,167				-				181,167
Securities sold under agreements to repurchase			31,882				-				32,814				-				32,814
FHLBNY overnight advances			15,600				-				15,601								15,601
FHLBNY term advances			19,256				-				19,940				-				19,940
Accrued interest payable			218				14				204				-				218

		Fair Value Measurements at December 31, 2014 Using
Financial assets:		Carrying Amount				Quoted Prices in Active Markets for Identical Assets (Level 1)				Significant Other Observable Inputs (Level 2)				Significant Unobservable Inputs (Level 3)				Estimated Fair Value (1)
Cash and due from financial institutions		$	28,130			$	28,130			$	-			$	-			$	28,130
Interest-bearing deposits in other financial institutions			1,033				1,033				-				-				1,033
Trading assets			549				549				-				-				549
Securities available for sale			280,507				31,219				249,288				-				280,507
Securities held to maturity			5,831				-				6,197				-				6,197
FHLBNY and FRBNY stock			5,535				-				-				-				N/A
Loans, net			1,107,888				-				-				1,135,590				1,135,590
Loans held for sale			665				-				665				-				665
Accrued interest receivable			4,185				145				1,295				2,745				4,185
Financial liabilities:
Deposits:
Demand, savings, and insured money market accounts		$	1,068,171			$	1,068,171			$	-			$	-			$	1,068,171
Time deposits			211,843				-				212,397				-				212,397
Securities sold under agreements to repurchase			29,652				-				30,853				-				30,853
FHLBNY overnight advances			30,830				-				30,832				-				30,832
FHLBNY term advances			19,310				-				20,235				-				20,235
Accrued interest payable			237				15				222				-				237

		2015				2014
Beginning of year		$	21,824			$	21,824
Acquired goodwill			-				-
End balance June 30,		$	21,824			$	21,824

	At June 30, 2015						At December 31, 2014
	Balance Acquired			Accumulated Amortization			Balance Acquired			Accumulated Amortization
Core deposit intangibles	$	5,975		$	3,686		$	5,975		$	3,279
Other customer relationship intangibles		5,633			3,444			5,633			3,262
Total	$	11,608		$	7,130		$	11,608		$	6,541

Year		Estimated Expense
2015		$	548
2016			986
2017			859
2018			734
2019			609
2020 and thereafter			742
Total		$	4,478

		June 30, 2015
		Overnight and Continuous				Up to 1 Year				1 - 3 Years				3+ Years				Total
Obligations of U.S. Government and U.S. Government sponsored enterprises		$	12,420			$	-			$	15,614			$	-			$	28,034
Mortgage-backed securities, residential			8,709				-				6,607				-				15,316
Total		$	21,129			$	-			$	22,221			$	-				43,350
Excess collateral held																			(11,468	)
Gross amount of recognized liabilities for repurchase agreements																		$	31,882

		December 31, 2014
		Overnight and Continuous				Up to 1 Year				1 - 3 Years				3+ Years				Total
Obligations of U.S. Government and U.S. Government sponsored enterprises		$	21,056			$	-			$	6,990			$	8,595			$	36,641
Mortgage-backed securities, residential			669				-				3,507				4,174				8,350
Collateralized mortgage obligations			-				-				48				-				48
Total			21,725			$	-			$	10,545			$	12,769				45,039
Excess collateral held																			(15,387	)
Gross amount of recognized liabilities for repurchase agreements																		$	29,652

		Unrealized Gains and Losses on Securities Available for Sale				Defined Benefit and Other Benefit Plans				Total
Balance at March 31, 2015		$	2,734			$	(10,521	)		$	(7,787	)
Other comprehensive income before reclassification			(1,394	)			-				(1,394	)
Amounts reclassified from accumulated other comprehensive income			(156	)			223				67
Net current period other comprehensive gain			(1,550	)			223				(1,327	)
Balance at June 30, 2015		$	1,184			$	(10,298	)		$	(9,114	)

		Unrealized Gains and Losses on Securities Available for Sale				Defined Benefit and Other Benefit Plans				Total
Balance at January 1, 2015		$	1,960			$	(10,745	)		$	(8,785	)
Other comprehensive income before reclassification			(589	)			-				(589	)
Amounts reclassified from accumulated other comprehensive income			(187	)			447				260
Net current period other comprehensive gain			(776	)			447				(329	)
Balance at June 30, 2015		$	1,184			$	(10,298	)		$	(9,114	)

		Unrealized Gains and Losses on Securities Available for Sale				Defined Benefit and Other Benefit Plans				Total
Balance at March 31, 2014		$	6,587			$	(5,800	)		$	787
Other comprehensive income before reclassification			696				-				696
Amounts reclassified from accumulated other comprehensive income			(321	)			88				(233	)
Net current period other comprehensive gain			375				88				463
Balance at June 30, 2014		$	6,962			$	(5,712	)		$	1,250

		Unrealized Gains and Losses on Securities Available for Sale				Defined Benefit and Other Benefit Plans				Total
Balance at January 1, 2014		$	6,043			$	(5,888	)		$	155
Other comprehensive income before reclassification			1,240				-				1,240
Amounts reclassified from accumulated other comprehensive income			(321	)			176				(145	)
Net current period other comprehensive gain			919				176				1,095
Balance at June 30, 2014		$	6,962			$	(5,712	)		$	1,250

Details about Accumulated Other Comprehensive Income Components		Three Months Ended June 30,							Affected Line Item in the Statement Where Net Income is Presented
		2015				2014
Unrealized gains and losses on securities available for sale:
Realized gains on securities available for sale		$	(252	)		$	(522	)	Net gains on securities transactions
Tax effect			96				201		Income tax expense
Net of tax			(156	)			(321	)
Amortization of defined pension plan and other benefit plan items:
Prior service costs (a)			(21	)			(22	)	Pension and other employee benefits
Actuarial losses (a)			384				165		Pension and other employee benefits
Tax effect			(140	)			(55	)	Income tax expense
Net of tax			223				88
Total reclassification for the period, net of tax		$	67			$	(233	)

Details about Accumulated Other Comprehensive Income Components		Six Months Ended June 30,							Affected Line Item in the Statement Where Net Income is Presented
		2015				2014
Unrealized gains and losses on securities available for sale:
Realized gains on securities available for sale		$	(302	)		$	(522	)	Net gains on securities transactions
Tax effect			115				201		Income tax expense
Net of tax			(187	)			(321	)
Amortization of defined pension plan and other benefit plan items:
Prior service costs (a)			(43	)			(44	)	Pension and other employee benefits
Actuarial losses (a)			767				330		Pension and other employee benefits
Tax effect			(277	)			(110	)	Income tax expense
Net of tax			447				176
Total reclassification for the period, net of tax		$	260			$	(145	)

	June 30, 2015						December 31, 2014
	Fixed Rate			Variable Rate			Fixed Rate			Variable Rate
Commitments to make loans	$	30,088		$	30,092		$	23,756		$	11,082
Unused lines of credit	$	1,657		$	187,940		$	812		$	185,235
Standby letters of credit	$	-		$	14,121		$	-		$	16,747

		Three Months Ended June 30,								Six Months Ended June 30,
		2015				2014				2015				2014
Qualified Pension Plan
Service cost, benefits earned during the period		$	353			$	271			$	707			$	542
Interest cost on projected benefit obligation			457				435				914				870
Expected return on plan assets			(824	)			(793	)			(1,647	)			(1,586	)
Amortization of unrecognized transition obligation			-				-				-				-
Amortization of unrecognized prior service cost			3				2				5				4
Amortization of unrecognized net loss			369				160				737				320
Net periodic pension cost		$	358			$	75			$	716			$	150
Supplemental Pension Plan
Service cost, benefits earned during the period		$	11			$	10			$	22			$	20
Interest cost on projected benefit obligation			12				13				24				26
Expected return on plan assets			-				-				-				-
Amortization of unrecognized prior service cost			-				-				-				-
Amortization of unrecognized net loss			13				5				26				10
Net periodic supplemental pension cost		$	36			$	28			$	72			$	56
Postretirement Plan, Medical and Life
Service cost, benefits earned during the period		$	12			$	11			$	24			$	22
Interest cost on projected benefit obligation			16				18				32				36
Expected return on plan assets			-				-				-				-
Amortization of unrecognized prior service cost			(24	)			(24	)			(48	)			(48	)
Amortization of unrecognized net loss			2				-				4				-
Net periodic postretirement, medical and life cost		$	6			$	5			$	12			$	10

		Three Months Ended June 30, 2015
		Core Banking				WMG				Holding Company And Other				Consolidated Totals
Net interest income		$	12,647			$	-			$	-			$	12,647
Provision for loan losses			259				-				-				259
Net interest income after provision for loan losses			12,388				-				-				12,388
Other non-interest income			2,925				2,198				203				5,326
Other non-interest expenses			12,127				1,390				306				13,823
Income before income tax expense			3,186				808				(103	)			3,891
Income tax expense (benefit)			1,048				321				(55	)			1,314
Segment net income (loss)		$	2,138			$	487			$	(48	)		$	2,577

		Three Months Ended June 30, 2014
		Core Banking				WMG				Holding Company And Other				Consolidated Totals
Net interest income		$	12,073			$	-			$	2			$	12,075
Provision for loan losses			1,103				-				-				1,103
Net interest income after provision for loan losses			10,970				-				2				10,972
Other non-interest income			3,190				1,989				227				5,406
Other non-interest expenses			11,969				1,371				239				13,579
Income before income tax expense			2,191				618				(10	)			2,799
Income tax expense (benefit)			651				238				(20	)			869
Segment net income		$	1,540			$	380			$	10			$	1,930

		Six Months Ended June 30, 2015
		Core Banking				WMG				Holding Company And Other				Consolidated Totals
Net interest income		$	24,986			$	-			$	3			$	24,989
Provision for loan losses			649				-				-				649
Net interest income after provision for loan losses			24,337				-				3				24,340
Other non-interest income			5,639				4,324				549				10,512
Other non-interest expenses			24,275				2,694				590				27,559
Income before income tax expense			5,701				1,630				(38	)			7,293
Income tax expense (benefit)			1,863				623				(46	)			2,440
Segment net income		$	3,838			$	1,007			$	8			$	4,853
Segment assets		$	1,547,854			$	4,552			$	1,227			$	1,553,633

		Six Months Ended June 30, 2014
		Core Banking				WMG				Holding Company And Other				Consolidated Totals
Net interest income		$	24,101			$	-			$	7			$	24,108
Provision for loan losses			1,741				-				-				1,741
Net interest income after provision for loan losses			22,360				-				7				22,367
Other non-interest income			6,079				3,872				419				10,370
Other non-interest expenses			23,782				2,689				452				26,923
Income before income tax expense			4,657				1,183				(26	)			5,814
Income tax expense (benefit)			1,410				455				(45	)			1,820
Segment net income		$	3,247			$	728			$	19			$	3,994
Segment assets		$	1,509,539			$	4,743			$	1,599			$	1,515,881

		Shares				Weighted–Average Grant Date Fair Value
Nonvested at April 1, 2015			26,015			$	27.94
Granted			-			$	-
Vested			-			$	-
Forfeited or cancelled			-			$	-
Nonvested at June 30, 2015			26,015			$	27.94

		Shares				Weighted–Average Grant Date Fair Value
Nonvested at January 1, 2015			26,428			$	27.92
Granted			-			$	-
Vested			(413	)		$	26.61
Forfeited or cancelled			-			$	-
Nonvested at June 30, 2015			26,015			$	27.94

		Three Months Ended June 30,
		2015				2014				Change				Percentage Change
Net interest income		$	12,647			$	12,075			$	572				4.7	%
Non-interest income			5,326				5,406				(80	)			(1.5	)%
Non-interest expense			13,823				13,579				244				1.8	%
Pre-provision income			4,150				3,902				248				6.4	%
Provision for loan losses			259				1,103				(844	)			(76.5	)%
Income tax expense			1,314				869				445				51.2	%
Net income		$	2,577			$	1,930			$	647				33.5	%
Basic and diluted earnings per share		$	0.55			$	0.41			$	0.14				34.1	%
Selected financial ratios
Return on average assets			0.66	%			0.51	%
Return on average equity			7.52	%			5.44	%
Net interest margin, fully taxable equivalent			3.50	%			3.51	%
Efficiency ratio			75.83	%			77.21	%
Non-interest expense to average assets			3.55	%			3.62	%

		Six Months Ended June 30,
		2015				2014				Change				Percentage Change
Net interest income		$	24,989			$	24,108			$	881				3.7	%
Non-interest income			10,512				10,370				142				1.4	%
Non-interest expense			27,559				26,923				636				2.4	%
Pre-provision income			7,942				7,555				387				5.1	%
Provision for loan losses			649				1,741				(1,092	)			(62.7	)%
Income tax expense			2,440				1,820				620				34.1	%
Net income		$	4,853			$	3,994			$	859				21.5	%
Basic and diluted earnings per share		$	1.03			$	0.85			$	0.18				21.2	%
Selected financial ratios
Return on average assets			0.63	%			0.54	%
Return on average equity			7.16	%			5.68	%
Net interest margin, fully taxable equivalent			3.50	%			3.55	%
Efficiency ratio			76.04	%			77.25	%
Non-interest expense to average assets			3.56	%			3.63	%

	Three Months Ended June 30,
	2015			2014			Change				Percentage Change
Interest and dividend income	$	13,519		$	12,996		$	523			4.0	%
Interest expense		872			921			(49	)		(5.3	)%
Net interest income	$	12,647		$	12,075		$	572			4.7	%

	Six Months Ended June 30,
	2015			2014			Change				Percentage Change
Interest and dividend income	$	26,753		$	25,950		$	803			3.1	%
Interest expense		1,764			1,842			(78	)		(4.2	)%
Net interest income	$	24,989		$	24,108		$	881			3.7	%

AVERAGE CONSOLIDATED BALANCE SHEETS AND NET INTEREST INCOME ANALYSIS
(in thousands)		Three Months Ended June 30, 2015												Three Months Ended June 30, 2014
		Average Balance				Interest				Yield/ Rate				Average Balance				Interest				Yield/ Rate
Interest-earning assets:
Commercial loans		$	654,226			$	7,507				4.60	%		$	555,277			$	6,768				4.89	%
Mortgage loans			199,322				2,050				4.13	%			195,548				2,055				4.22	%
Consumer loans			287,864				2,570				3.58	%			296,356				2,657				3.60	%
Taxable securities			246,784				1,166				1.90	%			270,849				1,284				1.90	%
Tax-exempt securities			43,019				339				3.16	%			42,392				377				3.57	%
Interest-bearing deposits			31,627				20				0.25	%			39,734				25				0.25	%
Total interest-earning assets			1,462,842				13,652				3.74	%			1,400,156				13,166				3.77	%
Non-earning assets:
Cash and due from banks			27,066												25,454
Premises and equipment, net			31,387												29,569
Other assets			52,157												50,643
Allowance for loan losses			(14,135	)											(13,109	)
AFS valuation allowance			4,029												11,440
Total assets		$	1,563,346											$	1,504,153
Interest-bearing liabilities:
Interest-bearing demand deposits		$	124,568			$	25				0.08	%		$	123,249			$	24				0.08	%
Savings and insured money market deposits			664,867				293				0.18	%			589,909				246				0.17	%
Time deposits			184,303				174				0.38	%			231,157				247				0.43	%
FHLBNY advances, securities sold under agreements to repurchase, and other debt			57,627				380				2.64	%			55,179				404				2.93	%
Total interest-bearing liabilities			1,031,365				872				0.34	%			999,494				921				0.37	%
Non-interest-bearing liabilities:
Demand deposits			380,157												353,844
Other liabilities			14,438												8,497
Total liabilities			1,425,960												1,361,835
Shareholders' equity			137,386												142,318
Total liabilities and shareholders’ equity		$	1,563,346											$	1,504,153
Fully taxable equivalent net interest income							12,780												12,245
Net interest rate spread (1)											3.40	%											3.40	%
Net interest margin, fully taxable equivalent (2)											3.50	%											3.51	%
Taxable equivalent adjustment							(133	)											(170	)
Net interest income						$	12,647											$	12,075

AVERAGE CONSOLIDATED BALANCE SHEETS AND NET INTEREST INCOME ANALYSIS
(in thousands)		Six Months Ended June 30, 2015												Six Months Ended June 30, 2014
		Average Balance				Interest				Yield/ Rate				Average Balance				Interest				Yield/ Rate
Interest-earning assets:
Commercial loans		$	644,873			$	14,805				4.63	%		$	541,671			$	13,285				4.95	%
Mortgage loans			198,426				4,064				4.13	%			195,686				4,073				4.20	%
Consumer loans			293,668				5,192				3.57	%			290,051				5,321				3.70	%
Taxable securities			245,906				2,256				1.85	%			285,579				2,810				1.98	%
Tax-exempt securities			39,376				662				3.39	%			42,623				764				3.61	%
Interest-bearing deposits			34,331				43				0.25	%			35,312				43				0.25	%
Total interest-earning assets			1,456,580				27,022				3.74	%			1,390,922				26,296				3.81	%
Non-earning assets:
Cash and due from banks			27,256												26,398
Premises and equipment, net			31,705												29,674
Other assets			55,432												51,175
Allowance for loan losses			(13,991	)											(12,995	)
AFS valuation allowance			4,074												11,238
Total assets		$	1,561,056											$	1,496,412
Interest-bearing liabilities:
Interest-bearing demand deposits		$	126,140			$	49				0.08	%		$	124,866			$	49				0.08	%
Savings and insured money market deposits			651,940				569				0.18	%			579,763				475				0.17	%
Time deposits			191,875				360				0.38	%			234,994				516				0.44	%
FHLBNY advances, securities sold under agreements to repurchase, and other debt			58,873				786				2.69	%			55,394				802				2.92	%
Total interest-bearing liabilities			1,028,828				1,764				0.35	%			995,017				1,842				0.37	%
Non-interest-bearing liabilities:
Demand deposits			376,497												350,958
Other liabilities			19,047												8,744
Total liabilities			1,424,372												1,354,719
Shareholders' equity			136,684												141,693
Total liabilities and shareholders’ equity		$	1,561,056											$	1,496,412
Fully taxable equivalent net interest income							25,258												24,454
Net interest rate spread (1)											3.39	%											3.44	%
Net interest margin, fully taxable equivalent (2)											3.50	%											3.55	%
Taxable equivalent adjustment							(269	)											(346	)
Net interest income						$	24,989											$	24,108

RATE/VOLUME ANALYSIS OF NET INTEREST INCOME
	Three Months Ended June 30, 2015 vs. 2014
	Increase/(Decrease)
	Total Change			Due to Volume			Due to Rate
(in thousands)
Interest and dividend income on:
Commercial loans	$	739		$	1,150		$	(411	)
Mortgage loans		(5	)		39			(44	)
Consumer loans		(87	)		(73	)		(14	)
Taxable investment securities		(118	)		(118	)		-
Tax-exempt investment securities		(38	)		6			(44	)
Interest-earning deposits		(5	)		(5	)		-
Total interest and dividend income	$	486		$	999		$	(513	)
Interest expense on:
Interest-bearing demand deposits	$	1		$	1		$	-
Savings and insured money market deposits		47			32			15
Time deposits		(73	)		(47	)		(26	)
FHLBNY advances, securities sold under agreements to repurchase and other debt		(24	)		17			(41	)
Total interest expense		(49	)		3			(52	)
Net interest income	$	535		$	996		$	(461	)

	Six Months Ended June 30, 2015 vs. 2014
	Increase/(Decrease)
	Total Change			Due to Volume			Due to Rate
(in thousands)
Interest and dividend income on:
Commercial loans	$	1,520		$	1,773		$	(253	)
Mortgage loans		(9	)		27			(36	)
Consumer loans		(129	)		15			(144	)
Taxable investment securities		(554	)		(376	)		(178	)
Tax-exempt investment securities		(102	)		(56	)		(46	)
Interest-earning deposits		-			-			-
Total interest and dividend income	$	726		$	1,383		$	(657	)
Interest expense on:
Interest-bearing demand deposits	$	-		$	-		$	-
Savings and insured money market deposits		94			64			30
Time deposits		(156	)		(89	)		(67	)
FHLBNY advances, securities sold under agreements to repurchase and other debt		(16	)		21			(37	)
Total interest expense		(78	)		(4	)		(74	)
Net interest income	$	804		$	1,387		$	(583	)

		Three Months Ended June 30,
		2015				2014				Change				Percentage Change
WMG fee income		$	2,198			$	1,989			$	209				10.5	%
Service charges on deposit accounts			1,224				1,350				(126	)			(9.3	)%
Net gains on securities transactions			252				522				(270	)			51.7	%
Net gains on sales of loans held for sale			98				83				15				18.1	%
Net gains (losses) on sales of other real estate owned			42				(14	)			56				N/M
CFS fee and commission income			204				229				(25	)			(10.9	)%
Check card interchange income			859				863				(4	)			(0.5	)%
Income from bank owned life insurance			19				19				-				-	%
Other			430				365				65				17.8	%
Total non-interest income		$	5,326			$	5,406			$	(80	)			(1.5	)%

		Six Months Ended June 30,
		2015				2014				Change				Percentage Change
WMG fee income		$	4,324			$	3,872			$	452				11.7	%
Service charges on deposit accounts			2,362				2,582				(220	)			(8.5	)%
Net gains on securities transactions			302				522				(220	)			(42.1	)%
Net gains on sales of loans held for sale			150				125				25				20.0	%
Net gains (losses) on sales of other real estate owned			120				(44	)			164				N/M
CFS fee and commission income			552				423				129				30.5	%
Check card interchange income			1,668				1,677				(9	)			(0.5	)%
Income from bank owned life insurance			37				39				(2	)			(5.1	)%
Other			997				1,174				(177	)			15.1	%
Total non-interest income		$	10,512			$	10,370			$	142				1.4	%

		Three Months Ended June 30,
		2015				2014				Change				Percentage Change
Compensation expense:
Salaries and wages		$	5,188			$	5,156			$	32				0.6	%
Pension and other employee benefits			1,557				1,479				78				5.3	%
Total compensation expense			6,745				6,635				110				1.7	%
Non-compensation expense:
Net occupancy			1,757				1,659				98				5.9	%
Furniture and equipment			789				715				74				10.3	%
Data processing			1,552				1,414				138				9.8	%
Professional services			420				421				(1	)			(0.2	)%
Amortization of intangible assets			285				324				(39	)			(12.0	)%
Marketing and advertising			271				332				(61	)			(18.4	)%
Other real estate owned expense			224				45				179				397.8	%
FDIC insurance			280				274				6				2.2	%
Loan expense			175				146				29				19.9	%
Merger and acquisition expenses			-				29				(29	)			(100.0	)%
Other			1,325				1,585				(260	)			(16.4	)%
Total non-compensation expense			7,078				6,944				134				1.9	%
Total non-interest expense		$	13,823			$	13,579			$	244				1.8	%

		Six Months Ended June 30,
		2015				2014				Change				Percentage Change
Compensation expense:
Salaries and wages		$	10,288			$	10,309			$	(21	)			(0.2	)%
Pension and other employee benefits			3,286				2,838				448				15.8	%
Total compensation expense			13,574				13,147				427				3.2	%
Non-compensation expense:
Net occupancy			3,607				3,452				155				4.5	%
Furniture and equipment			1,522				1,345				177				13.2	%
Data processing			3,113				2,895				218				7.5	%
Professional services			689				643				46				7.2	%
Amortization of intangible assets			589				669				(80	)			(12.0	)%
Marketing and advertising			506				625				(119	)			(19.0	)%
Other real estate owned expense			308				132				176				133.3	%
FDIC insurance			566				543				23				4.2	%
Loan expense			315				295				20				6.8	%
Merger and acquisition expenses			-				115				(115	)			(100.0	)%
Other			2,770				3,062				(292	)			(9.5	)%
Total non-compensation expense			13,985				13,776				209				1.5	%
Total non-interest expense		$	27,559			$	26,923			$	636				2.4	%

		Three Months Ended June 30,
		2015				2014				Change				Percentage Change
Income before income tax expense		$	3,891			$	2,799			$	1,092				39.0	%
Income tax expense		$	1,314			$	869			$	445				51.2	%
Effective tax rate			33.8	%			31.0	%

		Six Months Ended June 30,
		2015				2014				Change				Percentage Change
Income before income tax expense		$	7,293			$	5,814			$	1,479				25.4	%
Income tax expense		$	2,440			$	1,820			$	620				34.1	%
Effective tax rate			33.5	%			31.3	%

		June 30, 2015				December 31, 2014				Change				Percentage Change
Assets
Total cash and cash equivalents		$	29,664			$	29,163			$	501				1.7	%
Total investment securities			301,489				291,873				9,616				3.3	%
Loans, net of deferred loan fees			1,150,406				1,121,574				28,832				2.6	%
Allowance for loan losses			(14,028	)			(13,686	)			(342	)			2.5	%
Loans, net			1,136,378				1,107,888				28,490				2.6	%
Goodwill and other intangible assets, net			26,302				26,891				(589	)			(2.2	)%
Other assets			59,800				68,724				(8,924	)			(13.0	)%
Total assets		$	1,553,633			$	1,524,539			$	29,094				1.9	%
Liabilities and Shareholders’ Equity
Total deposits		$	1,331,977			$	1,280,014			$	51,963				4.1	%
FHLBNY advances and other debt			69,683				82,768				(13,085	)			(15.8	)%
Other liabilities			15,453				28,129				(12,676	)			(45.1	)%
Total liabilities			1,417,113				1,390,911				26,202				1.9	%
Total shareholders’ equity			136,520				133,628				2,892				2.2	%
Total liabilities and shareholders’ equity		$	1,553,633			$	1,524,539			$	29,094				1.9	%

SECURITIES AVAILABLE FOR SALE
		June 30, 2015												December 31, 2014
		Amortized Cost				Estimated Fair Value				Percent of Total Estimated Fair Value				Amortized Cost				Estimated Fair Value				Percent of Total Estimated Fair Value
Obligations of U.S. Government		$	14,477			$	14,579				5.0	%		$	30,841			$	31,115				11.1	%
Obligations of U.S. Government sponsored enterprises			116,259				117,315				40.4	%			149,694				150,558				53.7	%
Mortgage-backed securities, residential and collateralized mortgage obligations			115,866				115,817				39.9	%			61,122				61,998				22.1	%
Obligations of states and political subdivisions			39,379				39,967				13.7	%			30,677				31,451				11.2	%
Other securities			2,672				2,893				1.0	%			4,989				5,385				1.9	%
Totals		$	288,653			$	290,571				100.0	%		$	277,323			$	280,507				100.0	%

LOANS
		June 30, 2015				December 31, 2014				Dollar Change				Percentage Change
Commercial and agricultural		$	181,712			$	166,406			$	15,306				9.2	%
Commercial mortgages			483,591				452,593				30,998				6.8	%
Residential mortgages			198,469				196,809				1,660				0.8	%
Indirect consumer loans			164,890				184,763				(19,873	)			(10.8	)%
Consumer loans			121,744				121,003				741				0.6	%
Total loans		$	1,150,406			$	1,121,574			$	28,832				2.6	%

LOANS BY DIVISION
	June 30, 2015			December 31, 2014			December 31, 2013			December 31, 2012				December 31, 2011
Chemung Canal Trust Company*	$	705,831		$	724,099		$	687,256		$	645,808			$	609,778
Capital Bank Division		444,575			397,475			308,610			247,709				187,137
Total loans	$	1,150,406		$	1,121,574		$	995,866		$	893,517			$	796,915

NON-PERFORMING ASSETS
		June 30, 2015				December 31, 2014
Non-accrual loans		$	10,292			$	6,798
Non-accrual troubled debt restructurings			2,570				980
Total non-performing loans			12,862				7,778
Other real estate owned			2,376				3,065
Total non-performing assets		$	15,238			$	10,843

Ratio of non-performing loans to total loans			1.12	%			0.69	%
Ratio of non-performing assets to total assets			0.98	%			0.71	%
Ratio of allowance for loan losses to non-performing loans			109.07	%			175.96	%
Accruing loans past due 90 days or more (1)		$	27			$	1,454
Accruing troubled debt restructurings (1)		$	7,038			$	8,705
(1) These loans are not included in non-performing assets above.

SUMMARY OF LOAN LOSS EXPERIENCE
		Six Months Ended
		June 30, 2015				June 30, 2014
Balance at beginning of period		$	13,686			$	12,776
Charge-offs:
Commercial and agricultural			-				355
Commercial mortgages			28				358
Residential mortgages			32				7
Consumer loans			613				776
Total charge-offs			673				1,496
Recoveries:
Commercial and agricultural			38				193
Commercial mortgages			84				83
Residential mortgages			-				28
Consumer loans			244				307
Total  recoveries			366				611
Net charge-offs			307				885
Provision for loan losses			649				1,741
Balance at end of period		$	14,028			$	13,632
Ratio of net charge-offs to average loans outstanding			0.05	%			0.17	%
Ratio of allowance for loan losses to total loans outstanding			1.22	%			1.26	%

DEPOSITS
		June 30, 2015				December 31, 2014				Dollar Change				Percentage Change
Non-interest-bearing demand deposits		$	385,467			$	366,298			$	19,169				5.2	%
Interest-bearing demand deposits			118,988				110,819				8,169				7.4	%
Insured money market accounts			447,360				392,871				54,489				13.9	%
Savings deposits			199,437				198,183				1,254				0.6	%
Time deposits			180,725				211,843				(31,118	)			(14.7	)%
Total		$	1,331,977			$	1,280,014			$	51,963				4.1	%

CONSOLIDATED SUMMARY OF CASH FLOWS
		Six Months Ended
(in thousands)		June 30,
		2015				2014
Net cash provided by operating activities		$	4,453			$	7,542
Net cash used by investing activities			(40,684	)			(29,968	)
Net cash provided by financing activities			36,732				37,099
Net increase in cash and cash equivalents		$	501			$	14,673

		Actual								Required To Be Adequately Capitalized								Required To Be Well Capitalized
As of June 30, 2015		Amount				Ratio				Amount				Ratio				Amount				Ratio
Total Capital (to Risk Weighted Assets):
Consolidated		$	135,987				12.22	%		$	89,059				8.00	%			N/A				N/A
Bank		$	132,113				11.89	%		$	88,905				8.00	%		$	111,131				10.00	%
Tier 1 Capital (to Risk Weighted Assets):
Consolidated		$	121,979				10.96	%		$	66,794				6.00	%			N/A				N/A
Bank		$	118,193				10.64	%		$	66,678				6.00	%		$	88,905				8.00	%
Common Equity Tier 1 Capital (to Risk   Weighted Assets):
Consolidated		$	121,979				10.96	%		$	50,096				4.50	%			N/A				N/A
Bank		$	118,193				10.64	%		$	50,009				4.50	%		$	72,235				6.50	%
Tier 1 Capital (to Average Assets):
Consolidated		$	121,979				7.93	%		$	61,533				4.00	%			N/A				N/A
Bank		$	118,193				7.69	%		$	61,473				4.00	%		$	76,841				5.00	%

		Actual								Required To Be Adequately Capitalized								Required To Be Well Capitalized
As of December 31, 2014		Amount				Ratio				Amount				Ratio				Amount				Ratio
Total Capital (to Risk Weighted Assets):
Consolidated		$	129,211				11.84	%		$	87,271				8.00	%			N/A				N/A
Bank		$	123,685				11.35	%		$	87,178				8.00	%		$	108,972				10.00	%
Tier 1 Capital (to Risk Weighted Assets):
Consolidated		$	115,483				10.59	%		$	43,636				4.00	%			N/A				N/A
Bank		$	110,014				10.10	%		$	43,589				4.00	%		$	65,383				6.00	%
Tier 1 Capital (to Average Assets):
Consolidated		$	115,483				7.78	%		$	44,556				3.00	%			N/A				N/A
Bank		$	110,014				7.41	%		$	44,512				3.00	%		$	74,187				5.00	%

PART II.	OTHER INFORMATION
ITEM 1.	LEGAL PROCEEDINGS
	For information related to this item, please see Note 8 to the Corporation’s financial statements included herein.
ITEM 1A.	RISK FACTORS
	There have been no material changes in the risk factors set forth in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2014, filed with the Securities and Exchange Commission on March 13, 2015.
ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds
(c)	Issuer Purchases of Equity Securities (1)

Period		Total number of shares purchased				Average price paid per share				Total number of shares purchased as part of publicly announced plans or programs				Maximum number of shares that may yet be purchased under the plans or programs
4/1/15-4/30/15			-			$	-				-				121,906
5/1/15-5/31/15			-			$	-				-				121,906
6/1/15-6/30/15			-			$	-				-				121,906
Quarter ended 3/31/15			-			$	-				-				121,906
(1) On December 19, 2012, the Corporation’s Board of Directors approved a stock repurchase plan authorizing the purchase of up to 125,000 shares of the Corporation's outstanding common stock. Purchases may be made from time to time on the open market or in private negotiated transactions and will be at the discretion of management. For the year ended December 31, 2014, no shares had been purchased under this plan. Since inception of the plan, a total of 3,094 shares have been purchased under the plan.

ITEM 3.	DEFAULTS UPON SENIOR SECURITIES
	Not applicable

ITEM 4.	MINE SAFETY DISCLOSURES
	Not applicable

ITEM 5.	OTHER INFORMATION
	Not applicable