Exhibit 3.1


          Section 7.1, as amended

            7.1 Dividends.  Dividends may be declared by the
          Board of Directors and paid by the Corporation out
          of the unreserved and unrestricted earned surplus
          of the Corporation, or out of the unrestricted
          capital surplus of the Corporation, subject to the
          conditions and limitations imposed by the laws of
          the Commonwealth of Pennsylvania.  The stock
          transfer books may be closed for the payment of
          dividends during such periods of not in excess of
          90 days, as from time to time may be fixed by the
          Board of Directors or a committee thereof.  The
          Board of Directors, however, without closing the
          books of the Corporation, may declare dividends
          payable only to the holders of record at the close
          of business on any business day not more than 90
          days prior to the date on which the dividend is
          paid.