COMMUNITY FINANCIAL SYSTEM, INC. — Director's Dealing 2012

Mar 23, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COMMUNITY BANK SYSTEM INC (CBU)
CIK: 0000723188
Period of Report: 2012-03-21

Reporting Person: DICERBO NICHOLAS A (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-03-22	Common Stock	M	4800	$15.675	Acquired	126955.8974	Direct
2012-03-22	Common Stock	F	2610	$28.83	Disposed	124345.8974	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-03-21	Stock Option	$28.78	A	4566	Acquired	2022-03-21	Common Stock (4566)	Direct
2012-03-21	Phantom Stock (Deferred Compensation)	$	A	608.0612	Acquired		Common Stock (608.0612)	Direct
2012-03-22	Stock Option	$15.675	M	4800	Disposed	2013-01-01	Common Stock (4800)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	115534.9016	Indirect
Common Stock	840.701	Indirect

Footnotes

F1: 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.