8-K

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 (Date of earliest event reported):  January 20, 2015

CITIZENS FINANCIAL SERVICES, INC.

(Exact name of registrant as specified in charter)

Pennsylvania	0-13222	23-2265045
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)
15 South Main Street, Mansfield, PA		16933
(Address of Principal Executive Office)		(Zip Code)
Registrant’s telephone number, including area code:		(570) 662-2121
N/A
(Former name or former address, if changes 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:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the 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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ITEM 8.01 OTHER EVENTS.

On January 20, 2015, Citizens Financial Services, Inc. reaffirms the plan to repurchase up to 140,000 shares of its common stock.  For more information, reference is made to the Company’s press release dated January 21, 2015, a copy of which is attached to this Report as Exhibit 99.1 and is incorporated herein by reference.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits.

Exhibit Number	Description
99.1	Press Release dated January 21, 2015

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned, thereunto duly authorized.

	Citizens Financial Services, Inc.
January 21, 2015	By:	/s/ Mickey L. Jones
		Mickey L. Jones
		Chief Operating Officer / Chief Financial Officer

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EX-99.1

EXHIBIT 99.1

**PRESS RELEASE**

Contact:

Randall E. Black

Chief Executive Officer & President

570-662-2121

CITIZENS FINANCIAL SERVICES, INC.

REAFFIRMS SHARE REPURCHASE PROGRAM

January 20, 2015

MANSFIELD, PENNSYLVANIA – January 21, 2015 – On January 20, 2015, the Board of Directors of Citizens Financial Services, Inc. (OTC BB:  CZFS), reaffirms the plan to repurchase 140,000 of Citizens Financial Services, Inc. common stock in open or privately negotiated transactions.  Repurchases will be made from time to time depending on market conditions and other factors.  There is no guarantee as to the exact number of shares to be repurchased by the Company.  On October 27, 2008 the Board of Directors reinstated the repurchase program.  On January 17, 2012, The Board of Directors authorized the repurchase of 140,000 of its common stock, and as of January 20, 2015, 64,116 shares have been repurchased and the Board of Directors continues to have authority to repurchase an additional 75,884 shares.

Citizens Financial Services, Inc. is the parent holding company of First Citizens Community Bank headquartered in Mansfield, Pennsylvania.

Note:  This press release may contain forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995.  Actual results and trends could differ materially from those set forth in such statements due to various factors.  These factors include operating, legal and regulatory risks; changing economic and competitive conditions and other risks and uncertainties.