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COMMUNITY FINANCIAL SYSTEM, INC. Director's Dealing 2011

Jan 10, 2011

31347_dirs_2011-01-10_3dde7290-31d9-4497-bc91-b12790de4c72.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COMMUNITY BANK SYSTEM INC (CBU)
CIK: 0000723188
Period of Report: 2011-01-06

Reporting Person: Bolus Mark J. (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2011-01-06 Common Stock M 2070 Acquired 48297.1076 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2011-01-06 Phantom Stock (Deferred Compensation) $ M 2070 Disposed Common Stock (2070) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 5102.685 Indirect
Common Stock 156.5628 Indirect
Common Stock 156.5628 Indirect
Common Stock 156.5628 Indirect
Common Stock 156.5628 Indirect

Footnotes

F1: Each phantom stock unit relating to the Deferred Compensation Plan entitles the reporting person to receive one share of Community Bank System, Inc. common stock. On January 6, 2011, the reporting person's phantom stock units were settled for an equal number of shares and cash for .5709 share at $27.77 per share.

F2: Each unit of phantom stock is the economic equivalent of one share of Community Bank System, Inc. common stock. The units of phantom stock relating to the Deferred Compensation Plan will be settled in Community Bank System, Inc. common stock at future dates selected by the reporting person.

F3: 2,070.5709 phantom stock units were settled for 2,070 shares of common stock and cash for .5709 share at $27.77