UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(AMENDMENT NO. ___)*
ORRSTOWN FINANCIAL SERVICES, INC
--------------------------------
(Name of issuer)
Common Stock
------------
(Title of class of securities)
687380105
---------
(CUSIP number)
December 31, 2008
------------------------------------------
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
|_| Rule 13d-1(b)
|_| Rule 13d-1(c)
|_| Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Persons who respond to the collection of information contained in this form are
not required to respond unless the form displays a currently valid OMB control
number.
SEC 1745 (1-06)
Page 1 of 5 pages
CUSIP No. 687380105 13G Page 2 of 5 Pages
--------------------------------------------------------------------------------
1. Name of Reporting Person
I.R.S. Identification Nos. of above persons (entities only).
Orrstown Financial Services, Inc.
Tax ID # 23-2530374
--------------------------------------------------------------------------------
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) |_|
(b) |_|
--------------------------------------------------------------------------------
3. SEC Use Only
--------------------------------------------------------------------------------
4. Citizenship or Place of Organization
Shippensburg, PA 17257
--------------------------------------------------------------------------------
Number of 5. Sole Voting Power
Shares 52,349
Beneficially --------------------------------------------------------------
Owned by 6. Shared Voting Power
Each 549,301.4160
Reporting --------------------------------------------------------------
Person 7. Sole Dispositive Power
With: 0
--------------------------------------------------------------
8. Shared Dispositive Power
52,349
--------------------------------------------------------------------------------
9. Aggregate Amount Beneficially Owned by Each Reporting Person
824,008
--------------------------------------------------------------------------------
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions) |_|
--------------------------------------------------------------------------------
11. Percent of Class Represented by Amount in Row (9)
12.77 %
--------------------------------------------------------------------------------
12. Type of Reporting Person (See Instructions)
BANK
--------------------------------------------------------------------------------
CUSIP No. 687380105 13G Page 3 of 5 Pages
Item 1 (a) Name of Issuer:
Orrstown Financial Services, Inc.
(b) Address Of Issuer's Principal Executive Offices:
77 East King Street, P.O. Box 250
Shippensburg, PA 17257
Item 2 (a) Name of Person Filing:
Orrstown Financial Services, Inc.
(b) Address of Principal Business Office, or, if none, Residence:
77 East King Street, P.O. Box 250
Shippensburg, PA 17257
(c) Citizenship:
N/A
(d) Title of Class of Securities:
Common Stock
(e) Cusip Number:
687380105
Item 3 If this statement is filed pursuant to ss.240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
(a) |_| Broker or dealer registered under section 15 of the Act
(15 U.S.C. 78o).
(b) |_| Bank as defined in section 3(a)(6) of the Act (15 U.S.C.
78c).
(c) |_| Insurance company as defined in section 3(a)(19) of the
Act (15 U.S.C. 78c).
(d) |_| Investment company registered under section 8 of the
Investment Company Act (15 U.S.C. 80a-8).
(e) |_| An investment adviser in accordance with
ss.240.13d-1(b)(1)(ii)(E).
(f) |_| An employee benefit plan or endowment fund in accordance
with ss.240.13d-1(b)(ii)(F).
(g) |_| A parent holding company or control person in accordance
with ss.240.13d-1(b)(1)(ii)(G).
(h) |_| A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813).
i) |_| A church plan that is excluded from the definition of an
investment company ( under section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3);
(j) |_| Group in accordance with ss.240.13d-1(b)(ii)(J).
CUSIP No. 687380105 13G Page 4 of 5 Pages
Item 4 Ownership
(a) Amount beneficially owned:
824,008 shares of common stock
(b) Percent of class:
12.77%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote
52,349
(ii) Shared power to vote or to direct the vote
549,301.4160
(iii) Sole power to dispose or to direct the disposition of
0
(iv) Shared power to dispose or to direct the disposition of
52,349
Item 5 Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following |_|. Item 6
Ownership of More Than Five Percent on Behalf Of Another Person
Item 7 Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company
Item 8 Identification and Classification of Members of The Group
Item 9 Notice of Dissolution of Group
Item 10 Certification
(a) The following certification shall be included if the statement is
filed pursuant to ss.240.13d-1(b): By signing below I certify that, to the best
of my knowledge and belief, the securities referred to above were acquired and
are held in the ordinary course of business and were not acquired and are not
held for the purpose of or with the effect of changing or influencing the
control of the issuer of the securities and were not acquired and are not held
in connection with or as a participant in any transaction having that purpose or
effect.
(b) The following certification shall be included if the statement is
filed pursuant to ss.240.13d-1(c): By signing below I certify that, to the best
of my knowledge and belief, the securities referred to above were not acquired
and are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were not acquired
and are not held in connection with or as a participant in any transaction
having that purpose or effect.
CUSIP No. 687380105 13G Page 5 of 5 Pages
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
February 12, 2009
----------------------------------------
Date
Barbara E. Brobst
----------------------------------------
Signature
Barbara E. Brobst, Senior Vice President
----------------------------------------
Name/Title
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative other than an executive
officer or general partner of the filing person, evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See ss.240.13d-7 for other
parties for whom copies are to be sent.
Attention: Intentional misstatements or omissions of fact constitute Federal
criminal violations (See 18 U.S.C. 1001)