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)
April 13, 2004


CNB FINANCIAL CORPORATION
(Exact name of Registrant as specified in its Charter)


Pennsylvania    2-88511 25-1450605
(State or other jurisdiction
of incorporation)
(SEC File No.)     (IRS Employer
Identification Number)

County National Bank
1 South Second Street
PO Box 42
Clearfield, Pennsylvania 16830
(Address of principal executive offices)

        Registrant’s telephone number, including area code: (814) 765-9621

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Item 7. Financial Statements, Pro Forma Financial Information and Exhibits

       (a) Financial Statements: None

       (b)     Exhibits:

                 99   Press Release Announcing: Stock Split

Item 12. Press Releases

        The Board of Directors of CNB Financial Corporation approved a two and a half for one stock split for all shares owned and recorded on April 21, 2004.

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, thereunto duly authorized.

CNB Financial Corporation

Date: April 15, 2004 By: /s/ Joseph B. Bower, Jr.
             Joseph B. Bower, Jr.
             Treasurer

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Exhibit 99

News Release

     CCNE
        NASDAQ
        L I S T E D
Contact:  Joseph B. Bower
                Treasurer
                (814)-765-9621

CNB FINANCIAL SPLITS STOCK
CLEARFIELD, PENNSYLVANIA – April 13, 2004

The Board of Directors of CNB Financial Corporation approved a two and a half for one stock split for all shares owned and recorded on April 21, 2004. Fractional shares will not be issued. The cash value of the fractional amount will be disbursed in the form of a check. Distribution of shares will be made on May 21, 2004.

CNB Financial Corporation is a $702 million bank holding company headquartered in Clearfield, PA. It conducts business principally through County National Bank whose market area includes twenty convenient office locations in six counties of Pennsylvania.

For further information regarding the stock of CNB Financial Corporation, please call (814) 765-9621, County National Bank Stock Transfer Department or contact any brokerage firm. The identifying symbol for this security is CCNE.

County National Bank’s website is www.bankcnb.com.

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