NATIONAL PENN BANCSHARES INC 4

4 · NATIONAL PENN BANCSHARES INC · Filed Aug 5, 2005

Form 4

Period: 2005-08-03

Chief Financial Officer

Transactions

Exercise/Conversion
Employee Stock Option (Right to Buy)
2005-08-03$9.74/sh−11,503$112,005→ 0 total
Exercise: $9.74From: 1997-09-27Exp: 2005-10-27→ Common Stock (11,503 underlying)
Other
Common Stock
2005-08-03+205.586→ 6,612.454 total
Other
Common Stock
2005-08-03+11.071→ 6,406.869 total
Tax Payment
Common Stock
2005-08-03$27.03/sh−6,396$172,884→ 11,719.454 total
Exercise/Conversion
Common Stock
2005-08-03$9.74/sh+11,503$112,005→ 18,115.454 total
Other
Common Stock
2005-08-03+542.971→ 8,205.323 total(indirect: By 401(k))

Footnotes (4)

[F1]Shares acquired upon reinvestment of cash dividends under the Company's exempt Dividend Reinvestment Plan on February 17 and May 17, 2005.
[F2]161.5325 shares acquired through Company's exempt Employee Stock Purchase Plan during first quarter 2005. Also includes 44.0534 shares acquired upon reinvestment of cash dividend under the Company's exempt Dividend Reinvestment Plan on 2/17/05.
[F3]Shares acquired pursuant to the Company's Capital Accumulation Plan (a 401(K) plan). The total is based on the most recent plan statement available as of June 30, 2005. All shares were acquired in routine new-money acquisitions exempt under Rule 16b-3(c) and Rule 16a-3(f)(1)(i)(B).
[F4]Additional options held with various exercise prices or expiration dates. Total options held are 88,521

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