Exhibit 10

                              AMENDED AND RESTATED
                              EMPLOYMENT AGREEMENT

         THIS AMENDED AND RESTATED  EMPLOYMENT  AGREEMENT is effective as of the
31st day of October 2006, between Harleysville Savings Financial Corporation,  a
Pennsylvania  corporation  (the  "Corporation"),  Harleysville  Savings  Bank, a
Pennsylvania-chartered  stock  savings  bank  (the  "Bank")  and a wholly  owned
subsidiary of the Corporation (collectively the "Employers"), and Ronald B. Geib
(the "Executive").

                                   WITNESSETH

         WHEREAS,  the Executive is presently an officer of the  Corporation and
the Bank, and the Employers  desire to be ensured of the  Executive's  continued
active participation in the business of the Employers;

         WHEREAS,  the Bank entered into a written agreement on May 1, 1987 with
respect to the employment of the Executive (the "Prior Agreement");

         WHEREAS,  the Employers and the Executive  believe certain revisions to
the Prior Agreement are appropriate,  including amending and restating the Prior
Agreement in its entirety as  hereinafter  set forth in order to comply with the
requirements  of Section 409A of the Internal  Revenue Code of 1986,  as amended
(the  "Code"),  including  the guidance  issued to date by the Internal  Revenue
Service (the "IRS") and the proposed  regulations  issued by the IRS in the fall
of 2005; and

         WHEREAS,  in order to induce the  Executive  to remain in the employ of
the Employers and in consideration of the Executive's  agreeing to remain in the
employ of the Employers,  the parties desire to increase the severance  benefits
which shall be due to the  Executive in the event that his  employment  with the
Employers is terminated under certain specified circumstances.

         NOW  THEREFORE,  in  consideration  of  the  premises  and  the  mutual
agreements herein contained, the parties hereby agree as follows:

         1.  Definitions.  The following words and terms shall have the meanings
set forth below for the purposes of this Agreement:

         (a) Annual  Compensation.  The Executive's  "Annual  Compensation"  for
purposes of this Agreement shall be deemed to mean the average  aggregate annual
compensation  paid to the Executive  and  includible  in the  Executive's  gross
income for federal income tax purposes  during the five calendar years preceding
the year in which the date of termination occurs.

         (b) Base  Salary.  "Base  Salary"  shall have the  meaning set forth in
Section 3(a) hereof.

         (c) Cause.  Termination of the Executive's employment for "Cause" shall
mean  termination  because  of  personal   dishonesty,   incompetence,   willful
misconduct,  breach of fiduciary

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duty involving  personal profit,  intentional  failure to perform stated duties,
willful violation of any law, rule or regulation (other than traffic  violations
or similar offenses) or final  cease-and-desist  order or material breach of any
provision  of this  Agreement.  For  purposes  of this  subparagraph,  no act or
failure to act on the  Executive's  part shall be  considered  "willful"  unless
done,  or omitted to be done,  by the  Executive  not in good faith and  without
reasonable  belief  that the  Executive's  action  or  omission  was in the best
interest  of the  Employers;  provided  that any act or  omission  to act on the
Executive's behalf in reliance upon an opinion of counsel to the Bank or counsel
to the Executive shall not be deemed to be willful.

         (d)  Change in Control  of the  Corporation.  "Change in Control of the
Corporation"  shall mean a change in the  ownership  of the  Corporation  or the
Bank,  a change in the  effective  control of the  Corporation  or the Bank or a
change  in  the  ownership  of a  substantial  portion  of  the  assets  of  the
Corporation  or the  Bank as  provided  under  Section  409A of the Code and the
regulations thereunder.

         (e) Code.  "Code"  shall mean the  Internal  Revenue  Code of 1986,  as
amended.

         (f) Date of Termination.  "Date of  Termination"  shall mean (i) if the
Executive's  employment  is  terminated  for Cause or for  Disability,  the date
specified in the Notice of Termination,  and (ii) if the Executive's  employment
is terminated for any other reason, the date on which a Notice of Termination is
given or as specified in such Notice.

         (g) Disability.  "Disability" shall mean the Executive (i) is unable to
engage  in  any  substantial   gainful  activity  by  reason  of  any  medically
determinable  physical or mental  impairment  which can be expected to result in
death or can be  expected  to last for a  continuous  period of not less than 12
months, or (ii) is, by reason of any medically  determinable  physical or mental
impairment  which can be  expected to result in death or can be expected to last
for a continuous period of not less than 12 months, receiving income replacement
benefits for a period of not less than three months under an accident and health
plan covering employees of the Bank.

         (h) Good Reason.  "Good Reason" shall mean termination by the Executive
of the Executive's  employment within twenty-four (24) months following a change
in Control of the Corporation based on:

                  (i)      Without the Executive's express written consent,  any
                           failure  after  January  23,  2007  to  elect  or  to
                           re-elect or to appoint or to re-appoint the Executive
                           to the  offices  of  President  and  Chief  Executive
                           Officer of the Employers or a material adverse change
                           made by the Employers in the  Executive's  functions,
                           duties or  responsibilities  as  President  and Chief
                           Executive Officer of the Employers  immediately prior
                           to a Change  in  Control  of the  Corporation  or the
                           assignment  by the  Employers to the Executive of any
                           duties  which are  materially  inconsistent  with the
                           Executive's positions,  duties,  responsibilities and
                           status  with  the  Employers  immediately  prior to a
                           Change in Control of the Corporation;

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<PAGE>

                  (ii)     Without the Executive's  express written  consent,  a
                           reduction by the  Employers in the  Executive's  Base
                           Salary as the same may be increased from time to time
                           or,  except to the extent  permitted  by Section 3(b)
                           hereof, a reduction in the package of fringe benefits
                           provided to the Executive, taken as a whole;

                  (iii)    The  principal  executive  office of the Employers is
                           relocated   more  than  25  miles  from  its  current
                           location in  Harleysville,  Pennsylvania  or, without
                           the   Executive's   express  written   consent,   the
                           Employers  require the Executive to be based anywhere
                           other than an area in which the Employer's  principal
                           executive  office is  located,  except  for  required
                           travel  on  business  of the  Employers  to an extent
                           substantially consistent with the Executive's present
                           business travel obligations;

                  (iv)     Any   purported   termination   of  the   Executive's
                           employment for Cause,  Disability or Retirement which
                           is not effected  pursuant to a Notice of  Termination
                           satisfying the  requirements  of paragraph (j) below;
                           or

                  (v)      The failure by the Employers to obtain the assumption
                           of and  agreement  to perform  this  Agreement by any
                           successor.

         (i) IRS. IRS shall mean the Internal Revenue Service.

         (j) Notice of Termination. Any purported termination of the Executive's
employment by the Employers for any reason,  including  without  limitation  for
Cause, Disability or Retirement,  or by the Executive for any reason,  including
without  limitation for Good Reason,  shall be communicated by a written "Notice
of  Termination" to the other party hereto.  For purposes of this  Agreement,  a
"Notice  of  Termination"  shall mean a dated  notice  which (i)  indicates  the
specific termination provision in this Agreement relied upon, (ii) sets forth in
reasonable  detail  the facts and  circumstances  claimed to provide a basis for
termination  of the  Executive's  employment  under the  provision so indicated,
(iii) specifies a Date of Termination,  which shall be not less than thirty (30)
nor more that ninety (90) days after such Notice of Termination is given, except
in the case of the  Employer's  termination  of the  Executive's  employment for
Cause; and (iv) is given in the manner specified in Section 13 hereof.

         (k) Retirement.  "Retirement"  shall mean voluntary  termination by the
Executive  of the  Executive's  employment  in  accordance  with the  Employers'
retirement policies,  including early retirement,  generally applicable to their
salaried employees.

         2. Term of Employment.

         (a) Through  January 23, 2007,  the Executive  shall serve as President
and  Chief  Operating  Officer  of the  Corporation  and of the Bank and for the
remainder of the term  subsequent to January 23, 2007, the Executive shall serve
as President and Chief Executive Officer of the Corporation and of the Bank. The
Executive  hereby accepts said  employment and agrees to render such services to

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the Employers on the terms and conditions set forth in this Agreement.  The term
of employment  under this Agreement shall be for five years commencing on May 1,
2006 and,  upon  approval of the Board of  Directors  of each of the  Employers,
shall automatically extend for an additional year on each May 1 such that at any
time the  remaining  term of this  Agreement  shall be from  four to five  years
unless the Executive  gives written  notice to the Employers of the  Executive's
election not to extend the term,  with such written  notice to be given not less
than  forty-five (45) days prior to any such May 1. If the Board of Directors of
either of the  Employers  elects not to extend the term,  it shall give  written
notice of such  decision to the  Executive  not less than  forty-five  (45) days
prior to any such May 1. If any party gives timely notice that the term will not
be  extended  as of any  May 1,  then  this  Agreement  shall  terminate  at the
conclusion  of its  remaining  term.  References  herein  to the  term  of  this
Agreement shall refer both to the initial term and successive terms.

         (b) During the term of this Agreement, the Executive shall perform such
executive  services for the Employers as may be  consistent  with his titles and
from time to time assigned to him by the Employers' Boards of Directors.

         (c) The  Executive  shall be  nominated  to be a member of the Board of
Directors of the Corporation, and shall be a member of the Board of Directors of
the Bank, as long as the Executive  remains an employee in good standing  and/or
has not violated any of the terms and provisions of this Agreement.  Termination
of employment for any reason shall be deemed to be a resignation  from the Board
of Directors of the Corporation and from the Board of Directors of the Bank.

         3. Compensation and Benefits.

         (a) The  Employers  shall  compensate  and pay  the  Executive  for his
services  during the term of this Agreement at a minimum base salary of $167,500
per year  ("Base  Salary"),  which  may be  increased  from time to time in such
amounts as may be  determined by the Boards of Directors of the  Employers,  and
may not be  decreased  without  the  Executive's  express  written  consent.  In
addition to his Base Salary,  the Executive  shall be entitled to receive during
the term of this  Agreement  such bonus  payments  as may be  determined  by the
Boards of Directors of the Employers.

         (b) During the term of this Agreement,  the Executive shall be entitled
to  participate  in and receive the benefits of any pension or other  retirement
benefit plan,  profit sharing plan, stock option plan,  employee stock ownership
plan,  welfare and fringe benefit  arrangements,  or such other employee benefit
plans,  programs,  policies,  benefits,  arrangements  and  privileges  given to
employees and executives of the Employers,  to the extent  commensurate with his
then duties and  responsibilities,  as fixed by the Boards of  Directors  of the
Employers.  The Employers shall not make any changes in such plans,  benefits or
privileges  which  would  adversely  affect the  Executive's  rights or benefits
thereunder,  unless such change occurs  pursuant to a program  applicable to all
executive  officers of the  Employers  and does not result in a  proportionately
greater adverse change in the rights of or benefits to the Executive as compared
with any other executive officer of the Employers. Nothing paid to the Executive
under any plan or  arrangement  presently  in effect  or made  available  in the
future  shall be deemed to be in lieu of the  salary  payable  to the  Executive
pursuant to Section 3(a) hereof.

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<PAGE>

         (c) During the term of this Agreement,  the Executive shall be entitled
to paid annual vacation in accordance with the policies as established from time
to time by the Boards of Directors of the Employers.  The Executive shall not be
entitled to receive any additional  compensation  from the Employers for failure
to take a  vacation,  nor  shall  the  Executive  be able to  accumulate  unused
vacation time from one year to the next,  except to the extent authorized by the
Employers' vacation policies or by the Boards of Directors of the Employers.

         4. Expenses.  The Employers  shall reimburse the Executive or otherwise
provide for or pay for all  reasonable  expenses  incurred by the  Executive  in
furtherance of or in connection  with the business of the Employers,  including,
but  not by way of  limitation,  automobile  and  traveling  expenses,  and  all
reasonable   entertainment   expenses   (whether  incurred  at  the  Executive's
residence,   while   traveling  or  otherwise),   subject  to  such   reasonable
documentation  and other  limitations  as may be  established  by the  Boards of
Directors of the  Employers.  If such expenses are paid in the first instance by
the Executive, the Employers shall reimburse the Executive therefor.

         5. Termination.

         (a) The Employers  shall have the right,  at any time upon prior Notice
of  Termination,  to terminate  the  Executive's  employment  hereunder  for any
reason,  including  without  limitation  termination  for Cause,  Disability  or
Retirement,  and the  Executive  shall  have the  right,  upon  prior  Notice of
Termination, to terminate his employment hereunder for any reason.

         (b) In the event that (i) the  Executive's  employment is terminated by
the  Employers  for  Cause,  Disability  or  Retirement  or in the  event of the
Executive's  death,  or (ii) the Executive  terminates his employment  hereunder
other than for Good Reason,  the Executive  shall have no right  pursuant to the
terms of this Agreement to  compensation  or other benefits for any period after
the applicable Date of Termination, except as otherwise provided in Section 5(c)
herein.

         (c) In the event the Executive's employment hereunder is terminated due
to  Disability,  the  Executive  shall be  entitled  to  receive  the  following
percentages of his Base Salary for the following periods of his Disability:  (i)
100% for the first six  months  (which  shall not be paid until the first day of
the month following the lapse of six months after the Date of Termination),  75%
for the next twelve  months,  and 60%  thereafter for the remaining term of this
Agreement. Upon returning to active duties, the Executive's full compensation as
set forth in this Agreement shall be reinstated. In the event that the Executive
returns to active  employment  on other than a  full-time  basis,  then his Base
Salary  shall be reduced  in  proportion  to the time spent in said  employment.
There shall be deducted from the amounts paid to the Executive  hereunder during
any period of disability any amounts actually paid to the Executive  pursuant to
any disability  insurance or other similar program which the Bank has instituted
or may institute on behalf of its employees for the purpose of compensating  the
Executive  in  the  event  of a  Disability,  including  workmen's  compensation
benefits and Social Security disability  benefits.  The Executive shall have the
duty to apply for such  benefits and shall  provide to the Bank the right to set
off from any amounts so received the amount of payments made hereunder.

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<PAGE>

         (d) If the Executive's employment shall be terminated prior to a Change
in  Control  of the  Corporation  by (i) the  Employers  for other  than  Cause,
Disability,  Retirement or the Executive's  death or (ii) the Executive due to a
material  breach of this Agreement by the  Employers,  which breach has not been
cured within twenty (20) days after a written notice of non-compliance  has been
given by the Executive to the Employers, then the Employers shall:

                  (A) pay to the  Executive,  within thirty (30) days  following
         the Date of Termination,  a lump sum cash severance amount equal to the
         product of the Base Salary  multiplied by the greater of (i) the number
         of  years  (including  partial  years)  remaining  in the  term of this
         Agreement,  or (ii)  2.99,  with such  amount to be  discounted  to the
         present  value using a discount  rate equal to the  applicable  federal
         rate  published  by the  IRS  for  the  month  in  which  the  Date  of
         Termination occurs; and

                  (B) maintain and provide for a period ending at the earlier of
         (i) the  expiration of the remaining  term of this  Agreement as of the
         Date of Termination, (ii) three years following the Date of Termination
         or (iii) the date of the  Executive's  full-time  employment by another
         employer  (provided  that the Executive is entitled  under the terms of
         such employment to benefits substantially similar to those described in
         this  subparagraph  (b)),  with the  Executive to pay the costs of such
         coverage  normally paid by employees of the Employers,  the Executive's
         continued participation in all group insurance, life insurance,  health
         and accident insurance, disability insurance and other employee benefit
         plans,  programs and arrangements offered by the Employers in which the
         Executive was entitled to participate  immediately prior to the Date of
         Termination (excluding (w) the Employers' Employee Stock Ownership Plan
         and any other  tax-qualified  plans,  (y) stock  option and  restricted
         stock  plans  of the  Employers  and (z)  cash  incentive  compensation
         included in Annual  Compensation),  provided that in the event that the
         Executive's  participation  in any  plan,  program  or  arrangement  as
         provided in this  subparagraph (b) is barred, or during such period any
         such plan,  program or  arrangement  is  discontinued  or the  benefits
         thereunder  are  materially  reduced,  the  Employers  shall arrange to
         provide the  Executive  with  benefits  substantially  similar to those
         which the Executive was entitled to receive under such plans,  programs
         and  arrangements  immediately  prior  to the Date of  Termination.  If
         substantially  similar  benefits  cannot be provided to the  Executive,
         then the  Employers  shall pay to the  Executive a cash amount equal to
         the cost to the Employers of providing such benefits; provided further,
         however,  that if the provision of any of the benefits  covered by this
         Section 5(d)(B) would trigger the 20% tax and interest  penalties under
         Section  409A of the Code  either due to the nature of such  benefit or
         the length of time it is being provided, then the benefit(s) that would
         trigger  such  tax and  interest  penalties  due to the  nature  of the
         benefit  shall not be  provided  at all and the  benefit(s)  that would
         trigger the tax and interest  penalties if provided beyond the "limited
         period of time" set forth in the  regulations  under Section 409A shall
         not be provided beyond such limited period of time  (collectively,  the
         "Excluded  Benefits"),  and  in  lieu  of  the  Excluded  Benefits  the
         Employers  shall  pay to the  Executive,  in a lump sum  within 30 days
         following  termination  of  employment  or  within 30 days  after  such
         determination  should it occur after termination of employment,  a cash
         amount equal to the cost to the  Employers  of  providing  the Excluded
         Benefits.

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         (e) If the Executive's  employment by the Employers shall be terminated
concurrently  with or  subsequent  to a Change in Control and during the term of
this Agreement by (i) the Employers for other than Cause, Disability, Retirement
or the  Executive's  death  or (ii) the  Executive  for  Good  Reason,  then the
Employers shall, subject to the provisions of Section 6 hereof, if applicable:

                  (A) pay to the  Executive,  within thirty (30) days  following
         the Date of  Termination,  a lump sum cash  severance  amount  equal to
         three (3) times the sum of the Executive's Annual Compensation; and

                  (B) maintain and provide for a period ending at the earlier of
         (i) the  expiration of the remaining  term of this  Agreement as of the
         Date of Termination, (ii) three years following the Date of Termination
         or (iii) the date of the  Executive's  full-time  employment by another
         employer  (provided  that the Executive is entitled  under the terms of
         such employment to benefits substantially similar to those described in
         this  subparagraph  (b)),  with the  Executive to pay the costs of such
         coverage  normally paid by employees of the Employers,  the Executive's
         continued participation in all group insurance, life insurance,  health
         and accident insurance, disability insurance and other employee benefit
         plans,  programs and arrangements offered by the Employers in which the
         Executive was entitled to participate  immediately prior to the Date of
         Termination (excluding (w) the Employers' Employee Stock Ownership Plan
         and any other  tax-qualified  plans,  (y) stock  option and  restricted
         stock  plans  of the  Employers  and (z)  cash  incentive  compensation
         included in Annual  Compensation),  provided that in the event that the
         Executive's  participation  in any  plan,  program  or  arrangement  as
         provided in this  subparagraph (b) is barred, or during such period any
         such plan,  program or  arrangement  is  discontinued  or the  benefits
         thereunder  are  materially  reduced,  the  Employers  shall arrange to
         provide the  Executive  with  benefits  substantially  similar to those
         which the Executive was entitled to receive under such plans,  programs
         and  arrangements  immediately  prior  to the Date of  Termination.  If
         substantially  similar  benefits  cannot be provided to the  Executive,
         then the  Employers  shall pay to the  Executive a cash amount equal to
         the cost to the Employers of providing such benefits; provided further,
         however,  that if the provision of any of the benefits  covered by this
         Section 5(e)(B) would trigger the 20% tax and interest  penalties under
         Section  409A of the Code  either due to the nature of such  benefit or
         the length of time it is being provided, then the benefit(s) that would
         trigger  such  tax and  interest  penalties  due to the  nature  of the
         benefit  shall not be  provided  at all and the  benefit(s)  that would
         trigger the tax and interest  penalties if provided beyond the "limited
         period of time" set forth in the  regulations  under Section 409A shall
         not be provided beyond such limited period of time  (collectively,  the
         "Excluded  Benefits"),  and  in  lieu  of  the  Excluded  Benefits  the
         Employers  shall  pay to the  Executive,  in a lump sum  within 30 days
         following  termination  of  employment  or  within 30 days  after  such
         determination  should it occur after termination of employment,  a cash
         amount equal to the cost to the  Employers  of  providing  the Excluded
         Benefits.

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         6. Tax Indemnification.

         (a) If the  payments and benefits  pursuant to this  Agreement,  either
alone or together with other  payments and benefits  which the Executive has the
right to receive from the Corporation and the Bank would constitute a "parachute
payment" as defined in Section  280G(b)(2) of the Code (the  "Initial  Parachute
Payment"),  then the  Corporation  shall pay to the Executive,  at the time such
payments  or  benefits   are  paid  and   subject  to   applicable   withholding
requirements, a cash amount equal to the sum of the following:

                  (i) twenty (20) percent (or such other percentage equal to the
         tax rate  imposed by  Section  4999 of the Code) of the amount by which
         the Initial  Parachute  Payment exceeds the  Executive's  "base amount"
         from the  Corporation  and its  subsidiaries,  as  defined  in  Section
         280G(b)(3)  of the  Code,  with  the  difference  between  the  Initial
         Parachute  Payment and the  Executive's  base amount being  hereinafter
         referred to as the "Initial Excess Parachute Payment"; and

                  (ii)  such  additional   amount  (tax  allowance)  as  may  be
         necessary to compensate  the Executive for the payment by the Executive
         of state and federal  income and excise  taxes on the payment  provided
         under clause (i) above and on any payments  under this clause (ii).  In
         computing such tax  allowance,  the payment to be made under clause (i)
         above shall be multiplied by the "gross up percentage" ("GUP"). The GUP
         shall be determined as follows:

                              Tax Rate
                              --------
                  GUP  =   1- Tax Rate

         The Tax Rate for  purposes  of  computing  the GUP shall be the highest
marginal  federal and state income and  employment-related  tax rate  (including
Social Security and Medicare taxes),  including any applicable  excise tax rate,
applicable  to the  Executive in the year in which the payment  under clause (i)
above is made,  and shall also  reflect  the  phase-out  of  deductions  and the
ability to deduct certain of such taxes.

         (b)  Notwithstanding  the  foregoing,   if  it  shall  subsequently  be
determined  in  a  final  judicial   determination  or  a  final  administrative
settlement to which the  Executive is a party that the actual  excess  parachute
payment  as  defined in Section  280G(b)(1)  of the Code is  different  from the
Initial Excess Parachute Payment (such different amount being hereafter referred
to as the  "Determinative  Excess Parachute  Payment"),  then the  Corporation's
independent  tax  counsel  or  accountants   shall  determine  the  amount  (the
"Adjustment  Amount") which either the Executive must pay to the  Corporation or
the Corporation  must pay to the Executive in order to put the Executive (or the
Corporation,  as the case may be) in the same  position  the  Executive  (or the
Corporation, as the case may be) would have been if the Initial Excess Parachute
Payment  had been  equal  to the  Determinative  Excess  Parachute  Payment.  In
determining  the Adjustment  Amount,  the independent tax counsel or accountants
shall take into account any and all taxes (including any penalties and interest)
paid by or for the Executive or refunded to the Executive or for the Executive's
benefit.  As soon  as  practicable  after  the  Adjustment  Amount  has  been so
determined,  the Corporation shall pay

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the  Adjustment  Amount  to the  Executive  or the  Executive  shall  repay  the
Adjustment Amount to the Corporation, as the case may be.

         (c) In each  calendar  year that the  Executive  receives  payments  of
benefits that constitute a parachute payment,  the Executive shall report on his
state and federal income tax returns such  information as is consistent with the
determination  made  by  the  independent  tax  counsel  or  accountants  of the
Corporation as described  above.  The  Corporation  shall indemnify and hold the
Executive  harmless  from any and all  losses,  costs  and  expenses  (including
without limitation,  reasonable attorneys' fees, interest,  fines and penalties)
which the Executive  incurs as a result of so reporting  such  information.  The
Executive  shall  promptly  notify  the  Corporation  in  writing  whenever  the
Executive  receives  notice of the  institution of a judicial or  administrative
proceeding, formal or informal, in which the federal tax treatment under Section
4999 of the Code of any  amount  paid or payable  under this  Section 6 is being
reviewed or is in dispute.  The Corporation  shall assume control at its expense
over all legal and accounting  matters  pertaining to such federal tax treatment
(except to the extent  necessary or appropriate for the Executive to resolve any
such proceeding with respect to any matter  unrelated to amounts paid or payable
pursuant to this Section 6) and the  Executive  shall  cooperate  fully with the
Corporation  in any such  proceeding.  The  Executive  shall not enter  into any
compromise or settlement or otherwise  prejudice any rights the  Corporation may
have in connection therewith without the prior consent of the Corporation.

         7.  Withholding.  All  payments  required  to be made by the  Employers
hereunder to the Executive  shall be subject to the withholding of such amounts,
if any,  relating  to tax and other  payroll  deductions  as the  Employers  may
reasonably  determine  should be  withheld  pursuant  to any  applicable  law or
regulation.

         8. Confidentiality.

         (a)  The  Executive   recognizes  and  acknowledges   that  during  the
Executive's  term of employment  with the  Employers,  the Executive has had and
will have access to, has been and will be provided with and, in some cases,  has
prepared  or  will  prepare  certain   confidential  and  proprietary   business
information  and trade  secrets of the  Employers,  including but not limited to
business plans and  information,  all of which are of  substantial  value to the
Employers in their business.

         (b) The  Executive  understands  and agrees that if, during the term of
employment or at any time thereafter,  the Executive discloses to third parties,
uses for the  Executive's  own benefit or for the benefit of third  parties,  or
copies or makes notes of any of the aforementioned  confidential and proprietary
information  and trade  secrets  (except as may be required  by the  Executive's
duties  with the  Employers),  such  conduct  shall  constitute  a breach of the
confidence  and trust  bestowed  upon the  Executive by the  Employers,  and the
Executive  herein expressly  agrees that injunctive  relief,  in addition to any
other remedies provided by law or in equity,  shall be necessary and appropriate
in the event of such conduct by the Executive.

         (c)  The  Executive  agrees  not to use or  cause  to be  used  for the
Executive's  own benefit or for the benefit of any third  parties or to disclose
to any third party in any manner,  directly or indirectly,  any information of a
confidential  or  proprietary  nature,  trade secrets or any other

                                       9
<PAGE>

knowledge or information,  except that which is public knowledge, of or relating
to the  business of the  Employers  at any time during or after the  Executive's
employment  with the Employers  without the express prior written consent of the
Employers.

         (d) The Executive  agrees to return to the  Employers  either before or
immediately  upon  the  termination  of  the  Executive's  employment  with  the
Employers  any  and  all  written  information,  materials  or  equipment  which
constitutes,  contains  or relates  in any way to  proprietary  or  confidential
information or trade secrets of the Employers,  as well as any other  documents,
equipment  and  materials of any kind relating in any way to the business of the
Employers  which are or may be in the  possession,  custody  or  control  of the
Executive which are or may be the property of the Employers whether confidential
or not,  including any and all copies thereof which may have been made by or for
the Executive.

         (e)  The  Executive  agrees  that,   during  the  Executive's  term  of
employment with the Employers and  thereafter,  and except as may be required in
the performance of the Executive's duties with the Employers, the Executive will
not utilize for the  Executive's own benefit or that of any third party and will
not use or  disclose  to any third  party the  Executive's  knowledge  of or any
information  concerning the internal  organization or business  structure of the
Employers or the work assignments or capabilities of any officer and/or employee
of the Employers without the express prior written consent of the Employers.

         9. Noncompetition Agreement. The Executive agrees that:

         (a) During the Executive's  term of employment with the Employers,  the
Executive  will  not  compete  in  any  way  with  the  Employers,  directly  or
indirectly,  and will not consult  with or have any  interest  in any  business,
firm,  person,  partnership,  corporation or other entity,  whether as employee,
officer,  director,  agent, security holder, creditor,  consultant or otherwise,
which competes with the Employers,  directly or indirectly, in any aspect of the
business of the Employers;  provided,  however, that this Section 9 shall not be
deemed to prevent the  Executive's  ownership of not more than 1% of the capital
stock of any publicly held entity.

         (b) The Executive  acknowledges  and agrees that such businesses  which
compete with the Employers include,  without limitation,  those businesses which
provide banking and lending services in the Commonwealth of Pennsylvania.

         (c) The Executive expressly agrees that (i) in the event of a violation
of these noncompetition provisions by the Executive, monetary damages alone will
be inadequate to compensate the  Employers,  (ii) the Employers will be entitled
to injunctive  relief  against the  Executive in addition to any other  remedies
provided by law or in equity and (iii) the noncompetition  obligations contained
herein shall be extended by the length of time during which the Executive  shall
have been in breach thereof.  Except as provided in the preceding sentence, this
Section 9 shall not apply following a termination of the Executive's employment.

         10. Severability. If any term, provision,  paragraph or section of this
Agreement shall be determined by a court of competent jurisdiction to be invalid
or  unenforceable  for any  reason,  such

                                       10
<PAGE>

determination  shall not affect the remaining terms,  provisions,  paragraphs or
sections  of this  Agreement  which  shall  continue  to be given full force and
effect. If any term, provision,  paragraph or section of this Agreement shall be
determined by a court of competent  jurisdiction to be unenforceable  because of
the duration  thereof or the  geographical  area included  therein,  the parties
hereby expressly agree that the court making such  determination  shall have the
power to reduce the  duration  and/or  restrict the  geographical  areas of such
term,  provision,  paragraph or section  and/or to delete such specific words or
phrases which the court shall deem necessary to permit enforcement of such term,
provision,  paragraph  or  section  in  restricted  form.  Should  any  court of
competent  jurisdiction find any term,  provision,  paragraph or section of this
Agreement invalid or unenforceable, or enforceable only in restricted form, then
any such finding  shall apply only to the  jurisdiction  of such court and shall
not serve to alter or amend this Agreement in any other jurisdiction.

         11.  Assignability.  The Employers may assign this  Agreement and their
rights and obligations  hereunder in whole, but not in part, to any corporation,
bank or other entity with or into which the  Employers  may  hereafter  merge or
consolidate or to which the Employers may transfer all or  substantially  all of
their assets, if in any such case said  corporation,  bank or other entity shall
by  operation  of law or  expressly  in writing  assume all  obligations  of the
Employers  hereunder as fully as if it had been  originally made a party hereto,
but may not  otherwise  assign  this  Agreement  or its rights  and  obligations
hereunder. The Executive may not assign or transfer this Agreement or any rights
or obligations hereunder.

         12. Notice.  For the purposes of this Agreement,  notices and all other
communications  provided for in this Agreement  shall be in writing and shall be
deemed  to have been duly  given  when  delivered  or  mailed  by  certified  or
registered mail,  return receipt  requested,  postage prepaid,  addressed to the
respective addresses set forth below:

         To the Employers:    Chairman of the Board
                              Harleysville Savings Financial Corporation
                              271 Main Street
                              Harleysville, Pennsylvania 19438

         To the Executive:    Ronald B. Geib
                              At the address last appearing
                              on the personnel records of
                              the Bank

         13. Amendment; Waiver. No provisions of this Agreement may be modified,
waived or discharged unless such waiver,  modification or discharge is agreed to
in  writing  signed by the  Executive  and such  officer or  officers  as may be
specifically  designated  by the Boards of Directors of the Employers to sign on
their  behalf,  except as set forth below.  No waiver by any party hereto at any
time of any  breach by any  other  party  hereto  of, or  compliance  with,  any
condition  or  provision  of this  Agreement to be performed by such other party
shall be deemed a waiver of similar or  dissimilar  provisions  or conditions at
the same or at any  prior  or  subsequent  time.  In  addition,  notwithstanding
anything in this  Agreement to the  contrary,  the  Employers  may amend in good
faith

                                       11
<PAGE>

any terms of this Agreement,  including  retroactively,  in order to comply with
Section  409A of the Code.  In no event  shall the  Employers  be liable for any
taxes or interest  penalties incurred by the Executive under Section 409A of the
Code.

         14.  Governing  Law. The  validity,  interpretation,  construction  and
performance of this Agreement shall be governed by the laws of the United States
where  applicable and otherwise by the substantive  laws of the  Commonwealth of
Pennsylvania.

         15. Nature of Obligations.  To the extent that the Executive acquires a
right to receive benefits from the Employers  hereunder,  such right shall be no
greater than the right of any unsecured general creditor of the Employers.

         16. Headings.  The section headings contained in this Agreement are for
reference  purposes  only  and  shall  not  affect  in any  way the  meaning  or
interpretation of this Agreement.

         17.  Counterparts.  This  Agreement  may be  executed  in  one or  more
counterparts,  each of which shall be deemed to be an original  but all of which
together will constitute one and the same instrument.

         18. Regulatory Prohibition. Notwithstanding any other provision of this
Agreement to the contrary,  any payments made to the Executive  pursuant to this
Agreement,  or otherwise,  are subject to and conditioned  upon their compliance
with  Section  18(k) of the Federal  Deposit  Insurance  Act (12 U.S.C.  Section
1828(k)) and any regulations  promulgated  thereunder,  including 12 C.F.R. Part
359.

         19. Entire  Agreement.  This  Agreement  embodies the entire  agreement
between the Employers and the  Executive  with respect to the matters  agreed to
herein.  All prior  agreements  between the  Employers  and the  Executive  with
respect to the matters agreed to herein are hereby  superseded and shall have no
force or effect.



                                       12
<PAGE>

         IN WITNESS  WHEREOF,  this  Agreement  has been executed as of the date
first above written.

Attest:                              HARLEYSVILLE SAVINGS FINANCIAL
                                     CORPORATION



/s/ Brendan J. McGill                By: /s/ Edward J. Molnar
----------------------------            ----------------------------------------
                                     Name: Edward J. Molnar
                                     Title: Chairman and Chief Executive Officer


Attest:                              HARLEYSVILLE SAVINGS BANK



/s/ Brendan J. McGill                By: /s/ Edward J. Molnar
----------------------------            ----------------------------------------
                                     Name: Edward J. Molnar
                                     Title: Chairman and Chief Executive Officer


Witness:



/s/ Brendan J. McGill                By: /s/ Ronald B. Geib
----------------------------            ----------------------------------------
                                        Ronald B. Geib
                                        President and Chief Operating Officer



                                       13