SECURITIES AND EXCHANGE COMMISSION

                      Washington, D.C.  20549

                              Form 8-K

                           CURRENT REPORT

                  Pursuant to Section 13 or 15(d) of
                  the Securities Exchange Act of 1934

                   Date of Report - January 23, 2001

                 UNION NATIONAL FINANCIAL CORPORATION
        (Exact name of registrant as specified in its charter)



    Pennsylvania                0-19214            23-2415179
---------------------------    -------------      -----------

State or other jurisdiction (Commission File     (IRS Employer
    of Incorporation)             Number)       Identification
                                                   Number)

   101 East Main Street, P.O. Box 567
         Mount Joy, Pennsylvania                        17552
---------------------------------------            --------------
(Address of principal executive offices)              (Zip Code)



 Registrant's telephone number including area code: (717) 653-1441
                                                    --------------


                                N/A
-----------------------------------------------------------------
   (Former name or former address, if changed since last report)

<PAGE>

Item 1.    Changes in Control of Registrant

           Not Applicable.

Item 2.    Acquisition or Disposition of Assets.

           Not Applicable.

Item 3.    Bankruptcy or Receivership.

           Not Applicable.

Item 4.    Changes in Registrant's Certifying Accountant.

           Not Applicable.

Item 5.    Other Events.

           On January 23, 2001, Union National Financial
  Corporation issued a press release reporting annual
and fourth quarter earnings and announcing the first
quarter cash dividend for 2001.  The aforementioned is
attached as an exhibit to this Current Report on Form
8-K.

Item 6.    Resignations of Registrant's Directors.

           Not Applicable.

Item 7.    Financial Statements and Exhibits.

           (a)    Not Applicable.

           (b)    Not Applicable.

           (c)    Exhibits:
                  99.1     Press Release
                  99.2     Letter to Shareholders

Item 8.    Change in Fiscal Year.

           Not Applicable.

Item 9.    Regulation FD Disclosure.

           On January 23, 2001, Union National Financial
 Corporation issued a Letter to Shareholders detailing
various initiatives implemented in 2000. The
aforementioned is attached as an exhibit to this
Current Report on Form 8-K.

<PAGE>
     Pursuant to the requirements of the Securities Exchange Act
of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.

                             UNION NATIONAL FINANCIAL CORPORATION
                             (Registrant)


Dated: January 23, 2001      /s/Mark D. Gainer
                             ----------------------------------

                             Mark D. Gainer,
                             President & Chief Executive Officer


<PAGE>

                            EXHIBIT INDEX

                                        Page Number in
Exhibit                                 Manually Signed Original

99.1          Press Release             5
99.2          Letter to Shareholders    8

<PAGE>
                          EXHIBIT 99.1

                          Press Release
<PAGE>
                          PRESS RELEASE

      Union National Financial Corporation Reports Annual and

Fourth Quarter Earnings and Announces First Quarter Cash Dividend

Mount Joy, Pennsylvania, January 23, 2001.  Union National
Financial Corporation, the parent bank holding company of Union
National Community Bank, has reported earnings for the year ended
December 31, 2000, of $1,667,000, as compared to $3,085,000 for
1999.  Union National also reported a consolidated net loss of
$75,000 for the fourth quarter of 2000, as compared to net income
of $763,000 for the same period of 1999.  Basic earnings per
share for the year ended December 31, 2000, amounted to 65 cents
and diluted earnings per share amounted to 64 cents, as compared
to basic and diluted earnings per share of  $1.17 in 1999.  Basic
and diluted earnings per share amounted to a loss of three cents
for the fourth quarter of 2000, as compared to net income of 29
cents for the same period of 1999.

Union National attributes the decline in earnings to rising
short-term interest rates that have resulted in a narrowing net
interest margin percentage and to costs associated with the
following strategic initiatives:
*     Outsourcing our core data processing system and
implementing new technologies to provide flexibility and
efficiency in delivering products and services to our customers.
Key processing enhancements include a bank-wide network and
integrated teller, ATM, sales and processing platforms, data
warehouse, voice response and trust systems.  These enhancements
were essentially implemented in the fourth quarter of 2000.
These improvements are expected to prepare us for consumer and
business interactive banking on the internet.
*     Embarking upon a Business Process Improvement project to
help us build an effective organizational structure, develop
operational efficiencies, identify fee income opportunities and
enhance profitability management.  This project continues in
2001, with its benefits expected to begin in the second half of
the year.
*     Establishing a Wealth Management Group to help our clients
build and protect their financial futures.  The Wealth Management
Group is strategically located in downtown Lancaster.
*     Opening a new office at 401 Locust Street in Columbia to
further penetrate the Columbia-Wrightsville market.

In addition, for the fourth quarter, the corporation offered an
early retirement plan that resulted in a charge to net income of
$243,000 for costs related to employees who took advantage of the

<PAGE>

plan.  This staff reduction will result in significant cost
savings with an expected payback of approximately one year.

The Board of Directors of Union National Financial Corporation
recently approved the payment of its first regular quarterly cash
dividend for 2001.  The cash dividend of 10.5 cents per share is
payable on February 5, 2001, to stockholders of record on January
25, 2001.  The dividend paid for the first quarter of 1999 was
14.3 cents per share.

Total assets of Union National Financial Corporation totaled
$282,680,000 on December 31, 2000, an increase of 4.9% from
December 31, 1999.  Total loans amounted to $185,981,000, an
increase of 6.4% from December 31, 1999, while total deposits
amounted to $212,545,000, an increase of 1.6%.
Union National Community Bank, the sole and wholly-owned
subsidiary of Union National Financial Corporation, has been
serving its communities for more than 147 years.  The Bank
operates eight offices in Lancaster County.

For Further Information, Please Contact:
Mark D. Gainer, President/CEO
Union National Financial Corporation
101 East Main Street
P.O. Box 567
Mount Joy, PA 17552-0567
(717) 653-1441

This press release may contain forward-looking statements as
defined in the Private Securities Litigation Reform Act of 1995.
Actual results and trends could differ materially from those set
forth in such statements due to various factors.  Such factors
include the possibility that increased demand or prices for the
company's financial services and products may not occur, changing
economic and competitive conditions, technological developments
and other risks and uncertainties, including those detailed in
the Company's filings with the Securities and Exchange
Commission.

<PAGE>

                           EXHIBIT 99.2

                       Letter to Shareholders

<PAGE>
January 23, 2001


Dear Shareholder:

     Shareholder value - no matter how you measure it or how many
shares you own, it's very important to you and to us.  As we face
the challenges of the "new economy", we find ourselves in a
rapidly changing industry. That is why we have implemented
significant strategic initiatives during the last year at Union
National.  Initiatives that we believe will successfully position
us for the future as we make the transition from a traditional
bank to a progressive financial services provider who will
effectively compete in the 21st century.

     In last year's annual report I stated that we would be
making necessary changes over the following 24 months.  In
reality, we have condensed many of those initiatives into the
past nine months.  Some of those strategic initiatives are as
follows:

*     Embarking upon a Business Process Improvement project to
help us build an effective organizational structure, develop
operational efficiencies, identify fee income opportunities, and
enhance profitability management.  This project continues in
2001, with its benefits expected to begin in the second half of
the year.
*     Changing our core data processing system to enable us to
leverage technology to provide flexibility and efficiency in
delivering products and services to our customers.  Key
processing enhancements include integrated teller, ATM, sales and
processing platforms, data warehouse and trust systems.  These
improvements build the foundation for consumer and business
interactive banking on the internet.
*     Establishing a Wealth Management Group to help our clients
build and protect their financial futures.
*     Expanding our Business Banking Group to focus one of our
strengths on a growing market.
*     Opening a new office at 401 Locust Street in Columbia to
further penetrate the Columbia-Wrightsville market.
*     Introducing Express-24, an automated telephone system that
enables customers to check balances, make transfers, and more.
In just six months the usage has increased from 5,000 inquiries
per month to 16,000 inquiries in December.
*     Utilizing a Marketing Customer Information File (MCIF) to
help us identify needs and opportunities within our customer
base.
*     Focusing on Customer Relationship Management in order to
retain and expand relationships in a profitable manner.

<PAGE>

     So significant were the changes at Union National that we
called the process Quantum Leap 2000.  It is our intention to
transform Union National, both technologically and culturally,
into the premier community financial services and financial
solutions provider in our market.

     In conjunction with the above initiatives, the corporation
undertook an early retirement plan that resulted in a charge in
the fourth quarter for the costs related to ten employees who
took advantage of the early retirement package.  This staff
reduction will result in significant cost savings in the future.
However, all of these strategic initiatives have a price, as
indicated in the enclosed copy of the press release, and have
resulted in decreased earnings. We made the decision to implement
these initiatives in 2000, and incur the corresponding expenses,
in order to move Union National forward as quickly as possible to
take advantage of market opportunities. Additional specifics of
these initiatives and their financial impact will be disclosed in
our annual report.

     Our stock price has also been impacted.  While the Nasdaq
Composite Index fell 39% in 2000, Union National's stock price
declined 26%.  The median of Pennsylvania banks' market price to
book value was 1.44, as of September 30, 2000.  Union National
was trading at 1.32 times book value, as of the same date.  Over
the past two years there has been a fundamental shift in the
preference of investors from value to growth stocks.  Further,
our dividend level for 2001 will be modestly lowered to adjust
for the earnings and stock price changes.  The dynamics of the
market continue to change.  However, we are in this for the long
run, and we believe that the changes we have made position Union
National for the future, and will enable us to enhance long-term
shareholder value.

     This past year has been a very challenging one for our
industry in general, and certainly also for Union National. But
in all challenges there are opportunities, if one is open to
seeking them and prepared to take the actions necessary to take
advantage of them.  We continue to focus on becoming a
performance-driven organization that delivers extraordinary
customer service.  Our vision statement is simple-- "To be the
first choice for progressive financial solutions".

     Your continued support and confidence are greatly
appreciated.

Sincerely yours,

/s/ Mark D. Gainer

Mark D. Gainer
President/CEO

<PAGE>
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SECURITIES AND EXCHANGE COMMISSION

                      Washington, D.C.  20549

                              Form 8-K

                           CURRENT REPORT

                  Pursuant to Section 13 or 15(d) of
                  the Securities Exchange Act of 1934

                   Date of Report - January 23, 2001

                 UNION NATIONAL FINANCIAL CORPORATION
        (Exact name of registrant as specified in its charter)

    Pennsylvania                0-19214            23-2415179
---------------------------    -------------      -----------

State or other jurisdiction (Commission File     (IRS Employer
    of Incorporation)             Number)       Identification
                                                   Number)

   101 East Main Street, P.O. Box 567
         Mount Joy, Pennsylvania                        17552
---------------------------------------            --------------
(Address of principal executive offices)              (Zip Code)

 Registrant's telephone number including area code: (717) 653-1441
                                                    --------------

                                N/A
-----------------------------------------------------------------
   (Former name or former address, if changed since last report)
Item 1.    Changes in Control of Registrant

           Not Applicable.

Item 2.    Acquisition or Disposition of Assets.

           Not Applicable.

Item 3.    Bankruptcy or Receivership.

           Not Applicable.

Item 4.    Changes in Registrant's Certifying Accountant.

           Not Applicable.

Item 5.    Other Events.

           On January 23, 2001, Union National Financial
  Corporation issued a press release reporting annual
and fourth quarter earnings and announcing the first
quarter cash dividend for 2001.  The aforementioned is
attached as an exhibit to this Current Report on Form
8-K.

Item 6.    Resignations of Registrant's Directors.

           Not Applicable.

Item 7.    Financial Statements and Exhibits.

           (a)    Not Applicable.

           (b)    Not Applicable.

           (c)    Exhibits:
                  99.1     Press Release
                  99.2     Letter to Shareholders

Item 8.    Change in Fiscal Year.

           Not Applicable.

Item 9.    Regulation FD Disclosure.

           On January 23, 2001, Union National Financial
 Corporation issued a Letter to Shareholders detailing
various initiatives implemented in 2000. The
aforementioned is attached as an exhibit to this
Current Report on Form 8-K.
Pursuant to the requirements of the Securities Exchange Act
of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.

                             UNION NATIONAL FINANCIAL CORPORATION
                             (Registrant)

Dated: January 23, 2001      /s/Mark D. Gainer
                             ----------------------------------

                             Mark D. Gainer,
                             President & Chief Executive Officer
EXHIBIT INDEX

                                        Page Number in
Exhibit                                 Manually Signed Original

99.1          Press Release             5
99.2          Letter to Shareholders    8
EXHIBIT 99.1

                          Press Release
PRESS RELEASE

      Union National Financial Corporation Reports Annual and

Fourth Quarter Earnings and Announces First Quarter Cash Dividend

Mount Joy, Pennsylvania, January 23, 2001.  Union National
Financial Corporation, the parent bank holding company of Union
National Community Bank, has reported earnings for the year ended
December 31, 2000, of $1,667,000, as compared to $3,085,000 for
1999.  Union National also reported a consolidated net loss of
$75,000 for the fourth quarter of 2000, as compared to net income
of $763,000 for the same period of 1999.  Basic earnings per
share for the year ended December 31, 2000, amounted to 65 cents
and diluted earnings per share amounted to 64 cents, as compared
to basic and diluted earnings per share of  $1.17 in 1999.  Basic
and diluted earnings per share amounted to a loss of three cents
for the fourth quarter of 2000, as compared to net income of 29
cents for the same period of 1999.

Union National attributes the decline in earnings to rising
short-term interest rates that have resulted in a narrowing net
interest margin percentage and to costs associated with the
following strategic initiatives:
*     Outsourcing our core data processing system and
implementing new technologies to provide flexibility and
efficiency in delivering products and services to our customers.
Key processing enhancements include a bank-wide network and
integrated teller, ATM, sales and processing platforms, data
warehouse, voice response and trust systems.  These enhancements
were essentially implemented in the fourth quarter of 2000.
These improvements are expected to prepare us for consumer and
business interactive banking on the internet.
*     Embarking upon a Business Process Improvement project to
help us build an effective organizational structure, develop
operational efficiencies, identify fee income opportunities and
enhance profitability management.  This project continues in
2001, with its benefits expected to begin in the second half of
the year.
*     Establishing a Wealth Management Group to help our clients
build and protect their financial futures.  The Wealth Management
Group is strategically located in downtown Lancaster.
*     Opening a new office at 401 Locust Street in Columbia to
further penetrate the Columbia-Wrightsville market.

In addition, for the fourth quarter, the corporation offered an
early retirement plan that resulted in a charge to net income of
$243,000 for costs related to employees who took advantage of the
plan.  This staff reduction will result in significant cost
savings with an expected payback of approximately one year.

The Board of Directors of Union National Financial Corporation
recently approved the payment of its first regular quarterly cash
dividend for 2001.  The cash dividend of 10.5 cents per share is
payable on February 5, 2001, to stockholders of record on January
25, 2001.  The dividend paid for the first quarter of 1999 was
14.3 cents per share.

Total assets of Union National Financial Corporation totaled
$282,680,000 on December 31, 2000, an increase of 4.9% from
December 31, 1999.  Total loans amounted to $185,981,000, an
increase of 6.4% from December 31, 1999, while total deposits
amounted to $212,545,000, an increase of 1.6%.
Union National Community Bank, the sole and wholly-owned
subsidiary of Union National Financial Corporation, has been
serving its communities for more than 147 years.  The Bank
operates eight offices in Lancaster County.

For Further Information, Please Contact:
Mark D. Gainer, President/CEO
Union National Financial Corporation
101 East Main Street
P.O. Box 567
Mount Joy, PA 17552-0567
(717) 653-1441

This press release may contain forward-looking statements as
defined in the Private Securities Litigation Reform Act of 1995.
Actual results and trends could differ materially from those set
forth in such statements due to various factors.  Such factors
include the possibility that increased demand or prices for the
company's financial services and products may not occur, changing
economic and competitive conditions, technological developments
and other risks and uncertainties, including those detailed in
the Company's filings with the Securities and Exchange
Commission.
EXHIBIT 99.2

                       Letter to Shareholders
January 23, 2001

Dear Shareholder:

     Shareholder value - no matter how you measure it or how many
shares you own, it's very important to you and to us.  As we face
the challenges of the "new economy", we find ourselves in a
rapidly changing industry. That is why we have implemented
significant strategic initiatives during the last year at Union
National.  Initiatives that we believe will successfully position
us for the future as we make the transition from a traditional
bank to a progressive financial services provider who will
effectively compete in the 21st century.

     In last year's annual report I stated that we would be
making necessary changes over the following 24 months.  In
reality, we have condensed many of those initiatives into the
past nine months.  Some of those strategic initiatives are as
follows:

*     Embarking upon a Business Process Improvement project to
help us build an effective organizational structure, develop
operational efficiencies, identify fee income opportunities, and
enhance profitability management.  This project continues in
2001, with its benefits expected to begin in the second half of
the year.
*     Changing our core data processing system to enable us to
leverage technology to provide flexibility and efficiency in
delivering products and services to our customers.  Key
processing enhancements include integrated teller, ATM, sales and
processing platforms, data warehouse and trust systems.  These
improvements build the foundation for consumer and business
interactive banking on the internet.
*     Establishing a Wealth Management Group to help our clients
build and protect their financial futures.
*     Expanding our Business Banking Group to focus one of our
strengths on a growing market.
*     Opening a new office at 401 Locust Street in Columbia to
further penetrate the Columbia-Wrightsville market.
*     Introducing Express-24, an automated telephone system that
enables customers to check balances, make transfers, and more.
In just six months the usage has increased from 5,000 inquiries
per month to 16,000 inquiries in December.
*     Utilizing a Marketing Customer Information File (MCIF) to
help us identify needs and opportunities within our customer
base.
*     Focusing on Customer Relationship Management in order to
retain and expand relationships in a profitable manner.
So significant were the changes at Union National that we
called the process Quantum Leap 2000.  It is our intention to
transform Union National, both technologically and culturally,
into the premier community financial services and financial
solutions provider in our market.

     In conjunction with the above initiatives, the corporation
undertook an early retirement plan that resulted in a charge in
the fourth quarter for the costs related to ten employees who
took advantage of the early retirement package.  This staff
reduction will result in significant cost savings in the future.
However, all of these strategic initiatives have a price, as
indicated in the enclosed copy of the press release, and have
resulted in decreased earnings. We made the decision to implement
these initiatives in 2000, and incur the corresponding expenses,
in order to move Union National forward as quickly as possible to
take advantage of market opportunities. Additional specifics of
these initiatives and their financial impact will be disclosed in
our annual report.

     Our stock price has also been impacted.  While the Nasdaq
Composite Index fell 39% in 2000, Union National's stock price
declined 26%.  The median of Pennsylvania banks' market price to
book value was 1.44, as of September 30, 2000.  Union National
was trading at 1.32 times book value, as of the same date.  Over
the past two years there has been a fundamental shift in the
preference of investors from value to growth stocks.  Further,
our dividend level for 2001 will be modestly lowered to adjust
for the earnings and stock price changes.  The dynamics of the
market continue to change.  However, we are in this for the long
run, and we believe that the changes we have made position Union
National for the future, and will enable us to enhance long-term
shareholder value.

     This past year has been a very challenging one for our
industry in general, and certainly also for Union National. But
in all challenges there are opportunities, if one is open to
seeking them and prepared to take the actions necessary to take
advantage of them.  We continue to focus on becoming a
performance-driven organization that delivers extraordinary
customer service.  Our vision statement is simple-- "To be the
first choice for progressive financial solutions".

     Your continued support and confidence are greatly
appreciated.

Sincerely yours,

/s/ Mark D. Gainer

Mark D. Gainer
President/CEO