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COMMUNITY FINANCIAL SYSTEM, INC. Director's Dealing 2012

May 22, 2012

31347_dirs_2012-05-22_598c05de-429c-49a9-a367-4a71d6e61fd7.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: 2012-05-18

Reporting Person: Mucenski Edward S. (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-05-18 Common Stock G 500 Disposed 2811.7627 Direct
2012-05-18 Common Stock G 500 Acquired 500 Indirect

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 6451.9156 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Phantom Stock (Deferred Compensation) $ Common Stock (3947.914) 3947.914 Direct

Footnotes

F1: Includes 30.4204 shares acquired on April 10, 2012 pursuant to the Community Bank System, Inc. Dividend Reinvestment Plan.

F2: Includes 59.2545 shares acquired on April 10, 2012 pursuant to the Community Bank System, Inc. Dividend Reinvestment Plan.

F3: 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.

F4: Includes 34.7419 units of phantom stock acquired on April 10, 2012 under the Deferred Compensation Plan's dividend reinvestment feature.