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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION Washington, DC
20549
 FORM 10-K/A AMENDMENT NO. 1
 þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2004 Or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 0-15040 PENNROCK FINANCIAL SERVICES CORP. 
  PENNSYLVANIA
    
    23-2400021(State of incorporation)
    
    (IRS Employer Identification Number)1060 Main StreetBlue Ball, Pennsylvania
    
    17506(Address of principal executive offices)
    
    (Zip code)
 Registrants telephone number, including area code           (717) 354-4541 Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Common Stock, Par Value $2.50 per share 
  Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of
the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing
requirements for the past 90 days. þ o
 Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained
herein, and will not be contained, to the best of the registrants knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K
þ Indicate by check mark whether the registrant is accelerated filer (as defined in Rule 12b-2 of the Exchange Act.
Yes þ No o The aggregate market value of the shares of Common Stock of the Registrant held by non-affiliates of the
Registrant as of June 30, 2004 was $231 million. As of February 2, 2005, there were 7,679,343 shares of Common Stock, Par Value $2.50 Per Share, outstanding.




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PennRock Financial Services Corp. EXPLANATORY NOTE In reliance upon the Order of the Securities and Exchange Commission issued under Section 36 of the
Securities Exchange Act of 1934 (Release No. 50754, November 30, 2004), PennRock Financial Services
Corp (the Company) omitted from Item 9A of its Annual Report on Form 10-K for the fiscal year
ended December 31, 2004 (the Original Report) both the annual report of its management on
internal control over financial reporting, as required by Item 308(a) of Regulation S-K, as well as
the related attestation report of a registered public accounting firm, as required by Item 308(b)
of Regulation S-K. The Company is filing this Amendment No. 1 to Annual Report on Form 10-K (the
Amendment) to provide the information that was omitted from Item 9A of the Original Report. No
other information is being amended by this Amendment and the Company has not updated disclosures in
this Amendment to reflect any event subsequent to the Companys filing of the Original Report. ITEM 9A. CONTROLS AND PROCEDURES (Amended) Evaluation of Disclosure Controls and Procedures As of the end of the period covered by this Annual Report on Form 10-K, an evaluation was carried
out by PennRocks management, with the participation of the Chief Executive Officer (CEO) and
Chief Financial Officer (CFO), of the effectiveness of the design and operation of the Companys
disclosure controls and procedures (as defined in Section 13(a)-15(e) and 15d-15(e) of the
Securities and Exchange Act of 1934) pursuant to Exchange Act Rule 13a-15. Based on that
evaluation, our CEO and CFO concluded that the Companys disclosure controls and procedures as of
December 31, 2004 are effective in timely alerting them to material information relating to the
Company (including its consolidated subsidiaries) to be included in the Companys periodic filings
under the Exchange Act. There are inherent limitations to the effectiveness of systems of
disclosure controls and procedures, including the possibility of human error and the circumvention
or overriding of the controls and procedures. Accordingly, even effective systems of disclosure
controls and procedures can provide only reasonable assurances of achieving their control
objectives. Changes in Internal Control over Financial Reporting in the Most Recent Fiscal Quarter There was no change in the Companys internal control over financial reporting that occurred during
the Companys fourth fiscal quarter of 2004 that has materially affected, or is reasonable likely
to materially affect, the Companys internal control over financial reporting. Managements Report on Internal Control Over Financial Reporting Management of the Company is responsible for establishing and maintaining adequate internal control
over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange
Act of 1934. The Companys internal control over financial reporting is designed to provide
reasonable assurance regarding the reliability of financial reporting and the preparation of
financial statements for external purposes in accordance with generally accepted accounting
principles. The Companys internal control over financial reporting includes those policies and
procedures that:  
    Pertain to the maintenance of records that, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of the assets of the Company;
    Provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the Company are being made only in
accordance with authorizations of management and directors of the Company; and
    Provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use or disposition of the Companys assets that could have a material effect
on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or
detect misstatements. Also, projections of any evaluation of effectiveness to future periods are
subject to the risk that controls may become inadequate because of changes in conditions, or that
the degree of compliance with the policies or procedures may deteriorate.




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PennRock Financial Services Corp. A material weakness is a significant deficiency (as defined in Public Company Accounting Oversight
Board Auditing Standard No. 2), or a combination of significant deficiencies, that results in there
being more than a remote
likelihood that a material misstatement of the annual or interim financial statements will not be
prevented or detected on a timely basis by management or employees in the normal course by
management or employees in the normal course of performing their assigned functions. Management assessed the effectiveness of the Companys internal control over financial reporting as
of December 31, 2004. Managements assessment identified the following material weakness in the
Companys internal control over financial reporting:  
    As of December 31, 2004, the Company did not maintain effective internal control over
the recording of stock option exercises when shares are promptly repurchased by the
Company, resulting in compensation expense recognition. The Company failed to record this
compensation expense at the time of the transaction. This omission was identified by the
Companys independent registered public accounting firm and was corrected prior to the
release of the Companys earnings for the
fourth quarter and year ended December 31,
2004. In making this assessment, management used the criteria set forth by the Committee of Sponsoring
Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework. Because
of the material weakness described above, management believes that, as of December 31, 2004, the
Companys internal control over financial reporting was not effective. Post year-end remediation to address the material weakness is as follows:  
    During the first quarter of 2005, the Company implemented a policy which requires
management, prior to engaging in an unusual or complex transaction, to seek outside
counsel, legal and accounting as appropriate, on the proper method of recording the
transaction. The Companys independent registered public accounting firm has issued their report on managements
assessment of the Companys internal control over financial reporting which follows. Report of Independent Registered Public Accounting Firm on Internal Control Over Financial
Reporting We have audited managements assessment, included in Managements Report on Internal Control Over
Financial Reporting, that PennRock Financial Services Corp. did not maintain effective internal
control over financial reporting as of December 31, 2004, because of the effect of a material
weakness (as explained further below), based on criteria established in Internal Control 
Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission
(COSO). The Companys management is responsible for maintaining effective internal control over
financial reporting and for its assessment of the effectiveness of internal control over financial
reporting. Our responsibility is to express opinions on managements assessment and on the
effectiveness of the Companys internal control over financial reporting based on our audit. We conducted our audit of internal control over financial reporting in accordance with the
standards of the Public Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable assurance about whether effective
internal control over financial reporting was maintained in all material respects. Our audit
included obtaining an understanding of internal control over financial reporting, evaluating
managements assessment, testing and evaluating the design and operating effectiveness of internal
control, and performing such other procedures as we considered necessary in the circumstances. We
believe that our audit provides a reasonable basis for our opinion. A companys internal control over financial reporting is a process designed to provide reasonable
assurance regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted accounting principles. A
companys internal control over financial reporting includes those policies and procedures that (1)
pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of financial statements in accordance
with generally accepted accounting principles, and that receipts and expenditures of the company
are being made only in accordance with authorizations of management and directors of the company;
and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use, or disposition of the companys assets that could have a material effect on the
financial statements.




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PennRock Financial Services Corp. Because of its inherent limitations, internal control over financial reporting may not prevent or
detect misstatements. Also, projections of any evaluation of effectiveness to future periods are
subject to the risk that controls may become
inadequate because of changes in conditions, or that the degree of compliance with the policies or
procedures may deteriorate. A material weakness is a control deficiency, or combination of control deficiencies, that results
in more than a remote likelihood that a material misstatement of the annual or interim financial
statements will not be prevented or detected. The following material weakness has been identified
and included in managements assessment. As of December 31, 2004, the Company did not maintain
effective internal control over the recording of stock option exercises when shares issued are
promptly repurchased by the Company, resulting in compensation expense recognition. The
transactions giving rise to this control deficiency were initiated for the first time by the
Company in the fourth quarter of 2004. The error resulting from this control
deficiency was identified and corrected prior to the release of the
Companys earnings for the fourth quarter and year ended December 31, 2004 as a result of our intervention. However, this
control deficiency results in more than a remote likelihood that a material misstatement to the
annual or interim financial statements will not be prevented or detected. Accordingly, management
has determined that this condition constitutes a material weakness. This material weakness was
considered in determining the nature, timing, and extent of audit tests applied in our audit of the
2004 financial statements, and this report does not affect our report dated March 4, 2005 on those
financial statements. In our opinion, managements assessment that PennRock Financial Services Corp. did not maintain
effective internal control over financial reporting as of December 31, 2004 is fairly stated, in
all material respects, based on criteria established in Internal Control  Integrated Framework
issued by COSO. Also, in our opinion, because of the effect of the material weakness described
above on the achievement of the objectives of the control criteria, PennRock Financial Services
Corp. has not maintained effective internal control over financial reporting as of December 31,
2004, based on criteria established in Internal Control  Integrated Framework issued by COSO. We do not express an opinion or any other form of assurance on managements statement regarding
post year-end remediation actions. We have also audited, in accordance with the standards of the Public Company Accounting Oversight
Board (United States), the consolidated balance sheet of PennRock Financial Services Corp. as of
December 31, 2004 and the related consolidated statements of income, changes in stockholders
equity and cash flows for the year then ended and our report dated March 4, 2005 expressed an
unqualified opinion on those consolidated financial statements. Crowe Chizek and Company LLC
 Columbus, Ohio
March 29, 2005




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PennRock Financial Services Corp. PART IV ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES  (a)
    Financial StatementsNone(b)
    Exhibit Index  23
    Consent of Crowe Chizek and Company LLC31.1
    Rule 13a-14(a) Certification of Chief Executive Officer.31.2
    Rule 13a-14(a) Certification of Chief Financial Officer.32
    Section 1350 Certifications of Chief Executive Officer and Chief Financial Officer.  (c)
    Financial Statement Schedules  None required.




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PennRock Financial Services Corp. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized. PENNROCK FINANCIAL SERVICES CORP.(Registrant)Dated: April 12, 2005
    
    By
    
    /s/   Glenn H. WeaverGlenn H. Weaver, President
 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed
below by the following persons on behalf of the Registrant in the capacities indicated on the
12th of April 2005. Signatures
    
    TitleExecutive Vice President, Chief/s/
Melvin Pankuch
    
    Executive Officer and DirectorMelvin PankuchVice President and Treasurer/s/ George B. Crisp
    
    (Principal Financial and Accounting Officer)George B. Crisp/s/ Dennis L. Dinger
    
    Chairman and directorDennis L. Dinger/s/ Glenn H. Weaver
    
    President and directorGlenn H. Weaver/s/ Robert K. Weaver
    
    Secretary and directorRobert K. Weaver/s/ Dale M. Weaver
    
    DirectorDale M. Weaver/s/ Aaron S. Kurtz
    
    DirectorAaron S. Kurtz/s/ Robert L. Spotts
    
    DirectorRobert L. Spotts/s/ Lewis M. Good
    
    DirectorLewis M. Good/s/ Irving E. Bressler
    
    DirectorIrving E. Bressler/s/ Sandra J. Bricker
    
    DirectorSandra J. Bricker