**Exhibit 10.9**

**Penn Security Bank & Trust Company**

**Excess Benefit Plan**

**Originally Effective as of January 3, 2006**

**As Amended and Restated December 31, 2008, Effective as of January 3, 2006**

**RECITALS**

This Penn Security Bank & Trust Company Supplemental Benefit Plan for Craig W. Best hereinafter referred to as (the“Plan”) was originally adopted by Penn Security Bank & Trust Company (hereinafter referred to as the “Employer”) effective as of January 3,2006, for Craig W. Best (hereinafter referred to as the“Participant”). The purpose of the Plan is to grant additional benefits in excess of those accrued in the pension plan due to the limit on compensation contained in Section 401(a) (17) of the Code. The Plan is intended to be anunfunded excess benefit plan under Section 201(2) of the Employee Retirement income Security Act of 1974 (“ERISA”). 

In order to comply with Section 409A of the Code and the regulations promulgated thereunder, the Employer hereby amends and restates the Plan in its entirety, effective as of January 3, 2006.

Accordingly, the following Plan is Adopted. 

**ARTICLE I -DEFINITIONS**

1.1 ACCRUED BENEFIT means the benefit accrued onbehalf of the Participant as set forth in Section 3.1. 

1.2 ACTUARIAL EQUIVALENT as used in this document will have thesame meaning as set forth in Section 1.2 of the Pension Plan. 

1.3 BENEFICIARY means any person or persons so designatedin accordance with the provisions of Article VI. 

1.4 CODE means the Internal Revenue Code of 1986 and the regulationsthereunder, as amended from time to time. 

1.5 ELIGIBLE EMPLOYEE means, for any Plan Year, (or an applicable portion thereof),a person employed by the Employer who is a participant in the Pension Plan. 

1.6 EMPLOYER means Penn Security Bank &Trust Company and its successors and assigns unless otherwise herein provided, or any other corporation or business organization which, with the consent of Penn Security Bank & Trust Company, or its successors or assigns, assumes theEmployer’s obligations hereunder, or any other corporation. 

1.7 ENTRY DATE means with respect to the Participant thefirst day of the pay period following the date on which he first becomes an Eligible Employee. 

1.8 PARTICIPANT means Craig W.Best. 

1.9 PENSION PLAN means the Penn Security Bank & Trust Company Employee’sPension Plan, Number 001, as may be amended from time to time. 

1.10 PLAN means this Penn Security Bank & TrustCompany Excess Benefit Plan, as amended from time to time. 

1.11 PLAN YEAR means the twelve (12) month period ending onDecember 31 of each year during which the Plan is in effect. 

**ARTICLE II -ELIGIBILITY AND PARTICIPATION**

2.1 ELIGIBILITY. The Participant, as an Eligible Employee, shall become a participant in the Plan on the Entry Date. 

2.2 RE-EMPLOYMENT. If the Participant’s employment with the Employer is terminated and the Participant is subsequently re-employed,he shall become a participant in the Plan upon such re-employment. 

2.3 CHANGE OF EMPLOYMENT CATEGORY. During any period inwhich the Participant remains in the employ of the Employer, but ceases to be an Eligible Employee, he or she shall not participate in the Plan. 

**ARTICLE III -BENEFITS**

3.1 ACCRUED BENEFIT. The Employer will pay or causeto be paid to the Participant or his Beneficiary, as the case may be, an amount which is equivalent to the excess, if any, of (i) the amount the Participant or Beneficiary would have been entitled to receive under the Pension Plan for each PlanYear, if the provisions of the Pension Plan were administered without regard to the limitations required by Section 40l(a)(17) of the Code and any regulations thereunder, over (ii) the amount the Participant or Beneficiary was entitled toreceive under the Pension Plan for such Plan Year. The amounts described in Subsections (i) and (ii) above shall be computed as of the date of separation from service of the Participant with the Employer. 

3.2 LIMITATIONS ON BENEFITS. In no event shall the Participant be entitled to receive total benefits from the Plan and the Pension Planin excess of the benefit he would have received from the Pension Plan if the limitations under Code Section 40l(a)(17) were not applicable to the Pension Plan. 

**ARTICLE IV -ENTITLEMENT TO BENEFITS**

4.1 SEPARATION FROM SERVICE. If theParticipant separates from service with the Employer for any reason, the Participant’s Accrued Benefit at the date of termination shall be valued and payable according to the provisions of Article V. 

4.2 CHANGE OF CONTROL. If a Change of Control of the Employer occurs, the Participant’s Accrued Benefit at the date of the Change ofControl shall be valued and payable according to the provisions of Article V. For purposes of this Section, a “Change of Control” shall occur when any person other than the Employer obtains ownership or voting power with respect to greaterthan 50 percent of the aggregate value or voting power, as applicable, of the Employer’s capital stock or the capital stock of Employers holding company, Penseco Financial Services Corporation. 

 
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**ARTICLE V -DISTRIBUTION OF BENEFITS**

5.1 AMOUNT. The Participant (or his Beneficiary) shall become entitled to receive, by virtue of the Participant’s separation fromservice with the Employer, a distribution in an aggregate amount equal to the Participant’s Accrued Benefit. Any payment due hereunder will be paid by the Employer from its general assets. 

5.2 METHOD OF PAYMENT. 

(a) ***Cash Payments***. All payments under the Plan shall be made in cash. 

(b) ***Time and Manner of Payment***. The Actuarial Equivalent of the Participant’s Accrued Benefit shall be distributed in a single lump sum payment within five (5) days following thedate that is six months after the date the Participant separates from service with the Employer. 

(c) ***Separation fromService***. Notwithstanding the foregoing, and anything herein to the contrary, the receipt of any benefits under this Plan as a result of a termination of employment shall be subject to satisfaction of the condition precedent that theParticipant undergo a “separation from service” within the meaning of Treas. Reg. § 1.409A-1(h) or any successor thereto. 

5.3 DEATH BENEFITS. If a Participant dies before terminating his employment with the Employer and before the commencement of payments to the Participant hereunder, the Actuarial Equivalent of the entirevalue of the Participant’s Accrued Benefit shall be paid, in a single lump sum within 60 days following the date of death, to the Beneficiary designated in accordance with Section 6.1. 

If a Participant dies after terminating his employment with the Employer, but before the commencement of payments to the Participanthereunder, the Actuarial Equivalent of the entire value of the Participant’s Accrued Benefit shall be paid, in a single lump sum within 60 days following the date of death, to the Beneficiary designated in accordance with Section 6.1.

**ARTICLE VI -BENEFICIARIES; PARTICIPANT DATA**

6.1 DESIGNATION OF BENEFICIARIES. Each Participant from time to time may designate any person or persons (who may be named contingently or successively) to receive such benefits as may be payable underthe Plan upon or after the Participant’s death, and such designation may be changed from time to time by the Participant by filing a new designation. Each designation will revoke all prior designations by the same Participant, shall be in aform prescribed by the Employer, and will be effective only when filed in writing with the Employer during the Participant’s lifetime. 

In the absence of a valid Beneficiary designation, or if, at the time any benefit payment is due to a Beneficiary, there in no living Beneficiary validly named by the Participant, the Employer shall payany such benefit payment to the Participant’s spouse, if then living, but otherwise to the Participant’s then living descendants, if any, per stripes, but, if none, to the Participant’s estate. In determining the existence of identityof anyone entitled to a benefit payment, the Employer may rely conclusively upon information supplied by the Participant’s personal representative, executor or administrator. If a question arises as to the existence or identity of anyoneentitled to receive a benefit payment as aforesaid, or if a dispute arises with respect to any such payment, then, notwithstanding the foregoing, the Employer, in its sole discretion, may distribute such payment to the Participant’s estatewithout liability for any tax or other consequences which might flow therefrom, or may take such other action as the Employer deems to be appropriate. 

 
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6.2 INFORMATION TO BE FURNISHED BY PARTICIPANTS AND BENEFICIARIES; INABILITY TO LOCATEPARTICIPANTS OR BENEFICIARIES. Any communication, statement or notice addressed to the Participant or to a Beneficiary at his last post office address as shown on the Employer’s records shall be binding on the Participant or Beneficiary for allpurposes of the Plan. The Employer shall not be obligated to search for any Participant or Beneficiary beyond the sending of a registered letter to such last known address. If the Employer notifies any Participant or Beneficiary that he is entitledto an amount under the Plan and the Participant or Beneficiary fails to claim such amount or make his location known to the Employer within three (3) years thereafter, then, except as otherwise required by law, if the location of one or more ofthe next of kin of the Participant is known to the Employer, the Employer may direct distribution of such amount to anyone or more or all of such next of kin, and such proportions as the Employer determines. If the location of note of the foregoingpersons can be determined, the Employer shall have the right to direct that the amount payable shall be deemed to be a forfeiture, except that the dollar amount of the forfeiture, unadjusted for deemed gains or losses in the interim, shall be paidby the Employer if a claim for the benefit subsequently is made by the Participant or the Beneficiary to whom it was payable. If a benefit payable to an unallocated Participant or Beneficiary is subject to escheat pursuant to applicable state law,the Employer shall not be liable to any person for any payment made in accordance with such law. 

**ARTICLE VII-ADMINISTRATION**

7.1 ADMINISTRATIVE AUTHORITY. Except as otherwise specifically provided herein, the Employer shall havethe sole responsibility for and the sole control of the operation and administration of the Plan, and shall have the power and authority to take all action and to make all decisions and interpretations which may be necessary or appropriate in orderto administer and operate the Plan, including, without limiting the generality ofthe foregoing, the power, duty and responsibility to; 

(a) Resolve and determine all disputes or questions arising under the Plan, including the power to detetmine the rights ofthe Patiicipant and Beneficiaries, their respective benefits, and to remedy anyambiguities, inconsistencies or omissions in the Plan. 

(b) Adopt such rules or procedures and regulations as in its opinionmay be necessary for the proper and efficient administration ofthe Plan and are consistent with the Plan. 

(c) Implement thePlan in accordance with the terms and the rules and regulations adopted as above. 

 
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(d) Make determinations with respect to the Participant and make determinations concerningthe crediting and distribution of Plan Accounts. 

(e) Appoint any persons or firms, or otherwise act to secure specializedadvice or assistance, as it deems necessary or desirable in connection with the administration and operation of the Plan, and the Employer shall be entitled to rely conclusively upon, and shall be fully protected in any action or omission taken byit in good faith reliance upon, the advice or opinion of such firms or persons. The Employer shall have the power and authority to delegate from time to time by written instrument all or any part obits duties, powers or responsibilities under thePlan, both ministerial and discretionary, as it deems appropriate, to any person or committee, and in the same mariner to revoke any such delegation of duties, powers or responsibilities. Any action of such person or committee in the exercise ofsuch delegated duties, powers or responsibilities shall have the same force and effect for all purposes hereunder as if such action had been taken by the Employer. Further, the Employer may authorize one or more persons to execute any certificate ordocument on behalf of the Employer, in which any person notified by the Employer of such authorization shall be entitled to accept and conclusively rely upon any such certificate or document executed by such person as representing action by theEmployer until such third person shall have been notified of the revocation of such authority. 

7.2 UNIFORMITY OFDISCRETIONARY ACTS. Whenever in the administration or operation of the Plan discretionary actions by the Employer are required or permitted, such actions shall be consistently and uniformly applied to all persons similarly situated, and no suchaction shall be taken which shall discriminate in favor of any particular person or group of persons. 

7.3 LITIGATION. Exceptas may be otherwise required by law, in any action or judicial proceeding affecting the Plan, the Participant or his Beneficiary shall be entitled to any notice or service or process, and any final judgment entered in such action shall be binding onall persons interested in, or claiming under, the Plan. 

7.4 PAYMENT OF ADMINISTRATION EXPENSES. All expenses incurred in theadministration and operation of the Plan, including any taxes payable by the Employer in respect of the Plan, shall be paid by the Employer. 

**ARTICLE VIII . AMENDMENT**

8.1 RIGHT TO AMEND. The Employer, by writteninstrument executed by the Employer, shall have the right to amend the Plan, at any time and with respect to any provisions hereof, and all parties hereto or claiming any interest hereunder shall be bound by such amendment; provided, however, thatno such amendment shall deprive the Participant or his Beneficiary of a right accrued hereunder prior to the date of the amendment. 

8.2 AMENDMENTS TO ENSURE PROPER CHARACTERIZATION OF THE PLAN. Notwithstanding the provisions of Section 8.1, the Plan agreement may be amended by the Employer at any time, retroactively if required,if found necessary, in the opinion of the Employer, in order to conform the Plan to the provision and requirements of any applicable law (including ERISA and the Code). No such amendment shall be considered prejudicial to any interest of theParticipant or a Beneficiary hereunder. 

 
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**ARTICLE IX -TERMINATION**

9.1 EMPLOYER’S RIGHT TO TERMINATE OR SUSPEND PLAN. The Employer reserves the right, at any time, to terminate the Plan and/or itsobligation to make farther credits to the Plan Participant. The Employer also reserves the right, at any time to suspend the operation of the Plan for a fixed or indeterminate period of time. 

9.2 AUTOMATIC TERMINATION OF PLAN. The Plan, but not its accrued benefits, automatically shall terminate upon the dissolution of theEmployer, or upon its merger into or consolidation with any other corporation or business organization if there is a failure by the surviving cooperation or business organization to adopt specifically and agree to continue the Plan. 

(a) If the Employer terminates the Plan within thirty (30) days before, or twelve (12) months after a change in control (asdefined in Treas. Reg. § 1.409A-3(i)(5)), the Actuarial Equivalent of the Participant’s Accrued Benefit shall be distributed in a lump sum as soon as practicable following such termination of the Plan, provided that all distributions aremade no later than twelve (12) months following such termination of the Plan and further provided that all of the Employer’s plans that would be aggregated with this Plan under Code Section 409A or the regulations thereunder areterminated so that all participants in the similar arrangements are required to receive all amounts of compensation deferred under the terminated plans within twelve (12) months of the termination of the plans. 

(b) If the Employer terminates the Plan upon the Employer’s dissolution or with the approval of a bankruptcy court, the ActuarialEquivalent of the Participant’s Accrued Benefit shall be distributed in a lump sum as soon as practicable following such termination of the Plan, provided that the amounts deferred under the Plan are included in the Participant’s grossincome in the latest of (i) the calendar year in which the Plan terminates; (ii) the calendar year in which the amount is no longer subject to a substantial risk of forfeiture; or (iii) the first calendar year in which thedistribution is administratively practical. 

9.3 SUSPENSION OF DEFERRALS. In the event of a suspension of the Plan, theEmployer shall continue all aspects of the Plan, other than benefit accruals, during the period of the suspension in accordance with Articles IV and V. 

9.4 ALLOCATION AND DISTRIBUTION. This Section shall become operative on a complete termination of the Plan. The provisions of this Section also shall become operative in the event of a partial terminationof the Plan, as determined by the Employer, but only with respect to that portion of the Plan attributable to the Participant. 

**ARTICLE X -MISCELLANEOUS**

10.1 LIMITATIONS ON LIABILITY OF THE EMPLOYER. Neither the establishment of the Plan nor any modification thereof, nor the creation of any account under the Plan, nor the payment of any benefits under thePlan shall be construed as giving to any Participant or other parson any legal or equitable right against the Employer, or any officer or employer thereof except as provided by law or by any Plan provision. In no event shall the Employer, or anysuccessor, employee, officer, director, or stockholder of the Employer, be liable to any person on account of any claim arising by reason of the provisions of the Plan or of any instrument or instruments implementing its provisions, or for thefailure of the Participant, Beneficiary, or other person to be entitled to any particular tax consequences with respect to the Plan, or any credit or distribution hereunder. 

 
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10.2 CONSTRUCTION. If any provision of the Plan is held to be illegal or void, suchillegality or invalidity shall not affect the remaining provisions of the Plan, but shall be fully severable, and the Plan shall be construed and enforced as if said illegal or invalid provision had never been inserted herein. For all purposes ofthe Plan, where the context admits, the singular shall include the plural, and the plural shall include the singular. The headings of articles and sections herein are inserted only for convenience of reference and are not to be considered in theconstruction of the Plan. Participation under this Plan will not give the Participant the right to be retained in the service of the Employer or any right or claim to any benefit under the Plan unless such right or claim has specifically accruedhereunder. 

The Plan is intended to be and at all time shall be interpreted and administered, so as to qualify as an unfundeddeferred compensation plan, and no provision of the Plan shall be interpreted so as to give any individual any light in any assets of the Employer which right is greater than the rights of a general unsecured creditor of the Employer. 

10.3 SPENDTHRIFT PROVISION. No amount payable to the Participant or Beneficiary under the Plan will, except as otherwise specificallyprovided by law, be subject in any manner to anticipation, alienation, attachment, garnishment, sale, transfer, assignment (either at law or in equity), levy execution, pledge, encumbrance, charge, or any other legal or equitable process, and anyattempt to do so will be void; nor will any benefit be in any manner liable for or subject to the debts, contracts, liabilities, engagements, or torts of the person entitled thereto. Further, (i) the withholding of taxes from Plan benefits,(ii) the recovery under the Plan of overpayments of benefits previously made to the Participant or Beneficiary, (iii) if applicable, the transfer of benefit rights from the Plan to another plan, or (iv) the direct deposit of benefitpayments to an account in a banking institution (if not actually part of an arrangement constituting an assignment or alienation) shall not be construed as an assignment or alienation. 

In the event that the Participant’s or Beneficiary’s benefits hereunder are garnished or attached by order of any court, theEmployer may bring an action or a declaratory judgment in a court of competent jurisdiction to determine the proper recipient of the benefits to be paid under the Plan. During the pendency of said action, any benefits that become payable shall beheld as credits to the Participant’s or Beneficiary’s Account or, if the Employer prefers, paid into the court as they become payable, to be distributed by the court to the recipient as the court deems proper at close of said action.

 
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IN WITNESS WHEREOF, the Employer has caused the Plan to be executed and its seal to beaffixed hereto, effective as of the 31st day of December, 2008. 

 
NAME OF PARTICIPANTCraig W. Best
/s/ Craig W. Best
 NAME OF EMPLOYERPenn Security Bank & Trust Company
/s/ Richard P. Rossi
 Richard P. RossiSenior Vice President, HR
 
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