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Correspondence 0001193125-22-313855 from CITIZENS FINANCIAL SERVICES INC (CZFS) (CIK 0000739421) (CZFS)

CITIZENS FINANCIAL SERVICES INC (CZFS) (CIK 0000739421)
Date: Dec. 28, 2022 · CIK: 0000739421 · Accession: 0001193125-22-313855

Offering / Registration Process

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File numbers found in text: 333-268840

Date
December 28, 2022
Author
By
Form
CORRESP
Company
CITIZENS FINANCIAL SERVICES INC (CZFS) (CIK 0000739421)

Letter

VIA EDGAR Division of Corporation Finance Office of Industrial Applications and Services Washington, D.C. 20549 Re: Citizens Financial Services, Inc. Registration Statement on Form S-4 (File No. 333-268840) Request for Acceleration of Effective Date

Dear Ms. Madeline Mateo:

Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, Citizens Financial Services, Inc. (the “Company”) hereby respectfully requests that the U.S. Securities and Exchange Commission accelerate the effective date and time of the above referenced Registration Statement on Form S-4 (the “Registration Statement”) and declare the Registration Statement effective as of 5:30 p.m. Eastern Time on December 30, 2022, or as soon thereafter as practicable.

The Company requests that it be notified of such effectiveness by a telephone call to Les B. Reese of Hogan Lovells US LLP at (202) 637-5542.

[Signature page follows]

Sincerely,
Citizens Financial Services, Inc.

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CORRESP
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filename1.htm

Acceleration Request

 Citizens Financial Services, Inc.

15 South Main Street

 Mansfield,
Pennsylvania 16933

 December 28, 2022

 VIA EDGAR

 U.S. Securities and Exchange Commission

 Division of
Corporation Finance

 Office of Industrial Applications and Services

100 F Street, N.E.

 Washington, D.C. 20549

Re:    Citizens Financial Services, Inc.

 Registration Statement on Form S-4 (File No. 333-268840)

 Request for Acceleration of Effective Date

Dear Ms. Madeline Mateo:

 Pursuant to Rule
461 of the General Rules and Regulations under the Securities Act of 1933, as amended, Citizens Financial Services, Inc. (the “Company”) hereby respectfully requests that the U.S. Securities and Exchange Commission accelerate the
effective date and time of the above referenced Registration Statement on Form S-4 (the “Registration Statement”) and declare the Registration Statement effective as of 5:30 p.m. Eastern Time
on December 30, 2022, or as soon thereafter as practicable.

 The Company requests that it be notified of such effectiveness by a
telephone call to Les B. Reese of Hogan Lovells US LLP at (202) 637-5542.

 [Signature page follows]

Sincerely,

Citizens Financial Services, Inc.

By:

 /s/ Randall E. Black

Randall E. Black

President and Chief Executive Officer