8-K

                          U.S. 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 - April 29, 2004


                              Mid Penn Bancorp, Inc



          Pennsylvania 0-20141 25-1666413 349 Union Street Millersburg
                               Pennsylvania 17061


                                  717/692-2133


                                 Not Applicable
          (Former name or former address, if changed since last report)









Item 7.           Financial Statement, Pro Forma Financial Information And
                  Exhibits.

     (c) Exhibits.

                  Exhibit Number
                  99.1     Press Release, dated April 29, 2004, issued by Mid
                           Penn Bancorp, Inc.


Item 12. Results of Operations and Financial Condition.

         On April 29, 2004, Mid Penn Bancorp, Inc., announced it results of
operations for the quarter ended March 31, 2004. A copy of the related press
release is being furnished as Exhibit 99.1 to this Form 8-K.







                                    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 hereunto duly authorized.


- -------------------------------
                                          (Registrant)


Dated: April 29, 2004
                                           Alan W. Dakey  /s/,
                                           President and Chief Executive Officer



                                  EXHIBIT INDEX



                                                                    PAGE NO. IN
                                                                      MANUALLY
                                                                       SIGNED
EXHIBIT NO.                                                           ORIGINAL

99.1               Press Release, dated April 29, 2004.

EX-99.1

                    MID PENN BANCORP, INC. DECLARES DIVIDEND
                       AND REPORTS FIRST QUARTER EARNINGS

         (Millersburg, PA) - The Board of Directors of Mid Penn Bancorp, Inc.
(AMEX: MBP), parent company of Mid Penn Bank, has declared a quarterly cash
dividend of 20 cents per share, payable Monday, May 24, 2004, to shareholders of
record Wednesday, May 12, 2004.

         Mid Penn Bancorp, Inc. also announced earnings for the first quarter of
2004 of $1,086,000 compared to $1,052,000 earned in the first quarter of 2003.
Earnings per share were $.34 per share compared to $.33 per share for the first
quarter of 2003. The difference in earnings was primarily attributable to an
increase in fee income, a lower provision for possible loan losses during the
quarter and a realized gain on the sale of investment securities.

         Total assets at the end of the first quarter of 2004 were approximately
$378 million, versus $368 million the prior year, an increase of 2.7%. Total
loans of $240 million increased by $15 million or 6.7% at March 31, 2004,
compared to the prior year. Total deposits as of the same date were $290 million
compared to $279 million the prior year, an increase of 3.9%. Deposit growth was
experienced largely through the Bank's demand and time deposits.

         Mid Penn Bank has been an independently owned community bank since 1868
and is committed to remaining a progressive, independent community bank offering
a full line of business, personal and trust services.

         Mid Penn Bancorp, through its subsidiary, Mid Penn Bank, operates 11
offices in Dauphin, Northumberland, Schuylkill, and Cumberland Counties. For
more information, visit Mid Penn's website at www.midpennbank.com and view the
Investor Relations page where comprehensive investor information is available
concerning the corporation.