content: UNITED STATES
                 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 (Date of earliest event reported) July 8,1999
  
  
               FRANKLIN FINANCIAL SERVICES CORPORATION
               ---------------------------------------
         (Exact name of registrant as specified in its charter)
  
   Pennsylvania                    0-12126               23-144083
  ----------------------------    -------------      -------------
  (State or other jurisdiction    (Commission        (IRS Employer
   of incorporation)               File Number)       Ident. No.)
  
  
  20 South Main Street, Chambersburg,PA                17201
  ---------------------------------------            ---------
  (Address of principal executive office)            (Zip Code)
  
  
  Registrant's telephone number, including area code    (717) 264-6116
                                                        --------------
                                 N/A
    ------------------------------------------------------------
    (Former name or former address, if changes since last report)
  
  
  
  
  Item 4.        Change in Registrant's Certifying Accountants
                 ---------------------------------------------
      On  July  8,  1999,  the  Board of  Directors  of  Franklin
  Financial   Services   Corporation  (Corporation)   unanimously
  determined  that it would discontinue the engagement  of  Arthur
  Andersen LLP, Lancaster, PA (AA), as its independent auditors upon
  the  unanimous   recommendation  of  the  Audit  Committee  and
  unanimously determined that the Corporation will engage Beard &
  Company,  Inc.,  Certified   Public   Accountants,  Harrisburg,
  Pennsylvania, (Beard), as  the Corporation's auditors for  the
  fiscal  year  ending  December  31,  1999.   The  Corporation's
  decisions  were  effective  July  8, 1999.
  
        AA  audited  the consolidated financial statements  of the
  Corporation for the years ended December 31, 1998 and 1997. The
  termination of AA was not due to any disagreements with AA as to
  any  matters  of accounting policies, procedures or practices or
  with respect to financial statements disclosure.  AA's report on
  the  financial statements for the two most recent fiscal years of
  the Corporation  did not contain an adverse opinion or disclaimer
  of opinion,  nor  were  such reports qualified  or  modified  as
  to uncertainty, audit scope or accounting principles.
  
       During the Corporation's two fiscal years ended December 31,
  1997 and 1998 and  the  subsequent interim period preceding the
  termination of AA,  there  were  no  disagreements with  AA  on
  any matter of accounting   principles  or  practices,  financial
  statements disclosure  or  auditing scope or procedure.
  
        During  the  Corporation's two fiscal years ended December
  31, 1998  and  1997 and the subsequent interim period preceding
  AA's termination,  AA did not advise the Corporation  of  any  of
  the following:
  
       (A)    that   the  internal  controls  necessary   for   the
  Corporation  to  develop reliable financial  statements  did  not
  exist;
  
  
       (B) that information had come to AA's attention that had led
  it  to no longer be able to rely on management's representations,
  or  that  made  it unwilling to be associated with the  financial
  statements prepared by management;
  
       (C)  (1)   of the need to expand significantly the scope  of
  the  Corporation's audit, or that information had  come  to  AA's
  attention  during  such time period that if further  investigated
  might  (i)  materially  impact the  fairness  or  reliability  of
  either:  a  previously  issued audit  report  or  the  underlying
  financial statements, or the financial statements issued or to be
  issued covering the fiscal periods subsequent to the date of  the
  most  recent  financial statements covered  by  an  audit  report
  (including  information that may prevent  it  from  rendering  an
  unqualified audit report on those financial statements); or  (ii)
  cause  it to be unwilling to rely on management's representations
  or be associated with the Corporation's financial statements and
  
         (2)  due to AA's termination, or for any other reason, AA
              did not so expand the scope of its audit or conduct
              such further investigation; or
  
       (D) (1) that information had come to AA's attention that  it
  had concluded materially impacted the fairness or reliability  of
  either  (i)  a  previously issued audit report or the  underlying
  financial statements, or (ii) the financial statements issued  or
  to  be issued covering the fiscal periods subsequent to the  date
  of  the  most  recent financial statements covered  by  an  audit
  report  (including  information that,  unless  resolved  to  AA's
  satisfaction,  would  prevent it from  rendering  an  unqualified
  audit report on those financial statements), and
  
         (2)  due to AA's termination, or for any other reason, the
              issue has not been resolved to AA's satisfaction prior
              to its termination.
  
       During the Corporation's two fiscal years ended December 31,
  1998 and 1997 and the subsequent interim period preceding Beard's
  appointment, neither the Corporation nor any person acting on its
  behalf consulted Beard regarding: (1) application  of accounting
  principles to a specified transaction,  either  completed   or
  proposed, (2) the type of audit opinion that might be rendered on
  the Corporation's financial statements, or (3) any matter that was
  the subject of a disagreement (as defined in Item 304(a)(1)(iv) of
  Regulation S-K and its related instructions) with AA or constituted
  a  reportable  event  (as  described  in  Item  304(a)(1)(v)  of
  Regulation S-K).
  
        AA  has  been requested by the Corporation to  review  this
  disclosure and furnish the Corporation with a letter addressed to
  the Securities and Exchange Commission stating whether they agree
  with  the statements made by the Corporation with respect to  AA,
  and, if not, stating the respects on which it does not agree. For
  a copy of AA's response, see Exhibit 16.
  
  
  Item 7.        Financial Statements and Exhibits
  
       (c)  Exhibits:
  
            16   Response of Arthur Andersen LLP
  
  July 14, 1999
  
  Office of the Chief Accountant
  Securities and Exchange Commission
  450 Fifth Street, N.W.
  Washington, D.C. 20549
  
  Dear Sir/Madam:
  
  We have read Item 4 included in the Form 8-K dated July 8, 1999 of
  Franklin Financial Services Corporation (the Corporation) filed with
  the Securities and Exchange Commission and are in agreement with the
  statements contained therein.  We have no knowledge as to whether the
  Corporation  consulted  with  Beard  &  Company,  Inc. regarding the
  application of accounting principles  or  the  type  of  opinion that
  might  be  rendered  on  the  Corporation's  financial  statements.
  
  Very truly yours,
  
  /s/ARTHUR ANDERSEN LLP
  
  
                             Signatures
                            ------------
       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.
  
                      FRANKLIN FINANCIAL SERVICES CORPORATION
  
                           By: /s/ Elaine G. Meyers
                               -------------------------------------
                               Elaine G. Meyers
                               Treasurer and Chief Financial Officer
  
  
  Dated July 14, 1999
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text: UNITED STATES
                 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 (Date of earliest event reported) July 8,1999
  
               FRANKLIN FINANCIAL SERVICES CORPORATION
               ---------------------------------------
         (Exact name of registrant as specified in its charter)
  
   Pennsylvania                    0-12126               23-144083
  ----------------------------    -------------      -------------
  (State or other jurisdiction    (Commission        (IRS Employer
   of incorporation)               File Number)       Ident. No.)
  
  20 South Main Street, Chambersburg,PA                17201
  ---------------------------------------            ---------
  (Address of principal executive office)            (Zip Code)
  
  Registrant's telephone number, including area code    (717) 264-6116
                                                        --------------
                                 N/A
    ------------------------------------------------------------
    (Former name or former address, if changes since last report)
  
  Item 4.        Change in Registrant's Certifying Accountants
                 ---------------------------------------------
      On  July  8,  1999,  the  Board of  Directors  of  Franklin
  Financial   Services   Corporation  (Corporation)   unanimously
  determined  that it would discontinue the engagement  of  Arthur
  Andersen LLP, Lancaster, PA (AA), as its independent auditors upon
  the  unanimous   recommendation  of  the  Audit  Committee  and
  unanimously determined that the Corporation will engage Beard &
  Company,  Inc.,  Certified   Public   Accountants,  Harrisburg,
  Pennsylvania, (Beard), as  the Corporation's auditors for  the
  fiscal  year  ending  December  31,  1999.   The  Corporation's
  decisions  were  effective  July  8, 1999.
  
        AA  audited  the consolidated financial statements  of the
  Corporation for the years ended December 31, 1998 and 1997. The
  termination of AA was not due to any disagreements with AA as to
  any  matters  of accounting policies, procedures or practices or
  with respect to financial statements disclosure.  AA's report on
  the  financial statements for the two most recent fiscal years of
  the Corporation  did not contain an adverse opinion or disclaimer
  of opinion,  nor  were  such reports qualified  or  modified  as
  to uncertainty, audit scope or accounting principles.
  
       During the Corporation's two fiscal years ended December 31,
  1997 and 1998 and  the  subsequent interim period preceding the
  termination of AA,  there  were  no  disagreements with  AA  on
  any matter of accounting   principles  or  practices,  financial
  statements disclosure  or  auditing scope or procedure.
  
        During  the  Corporation's two fiscal years ended December
  31, 1998  and  1997 and the subsequent interim period preceding
  AA's termination,  AA did not advise the Corporation  of  any  of
  the following:
  
       (A)    that   the  internal  controls  necessary   for   the
  Corporation  to  develop reliable financial  statements  did  not
  exist;
  
       (B) that information had come to AA's attention that had led
  it  to no longer be able to rely on management's representations,
  or  that  made  it unwilling to be associated with the  financial
  statements prepared by management;
  
       (C)  (1)   of the need to expand significantly the scope  of
  the  Corporation's audit, or that information had  come  to  AA's
  attention  during  such time period that if further  investigated
  might  (i)  materially  impact the  fairness  or  reliability  of
  either:  a  previously  issued audit  report  or  the  underlying
  financial statements, or the financial statements issued or to be
  issued covering the fiscal periods subsequent to the date of  the
  most  recent  financial statements covered  by  an  audit  report
  (including  information that may prevent  it  from  rendering  an
  unqualified audit report on those financial statements); or  (ii)
  cause  it to be unwilling to rely on management's representations
  or be associated with the Corporation's financial statements and
  
         (2)  due to AA's termination, or for any other reason, AA
              did not so expand the scope of its audit or conduct
              such further investigation; or
  
       (D) (1) that information had come to AA's attention that  it
  had concluded materially impacted the fairness or reliability  of
  either  (i)  a  previously issued audit report or the  underlying
  financial statements, or (ii) the financial statements issued  or
  to  be issued covering the fiscal periods subsequent to the  date
  of  the  most  recent financial statements covered  by  an  audit
  report  (including  information that,  unless  resolved  to  AA's
  satisfaction,  would  prevent it from  rendering  an  unqualified
  audit report on those financial statements), and
  
         (2)  due to AA's termination, or for any other reason, the
              issue has not been resolved to AA's satisfaction prior
              to its termination.
  
       During the Corporation's two fiscal years ended December 31,
  1998 and 1997 and the subsequent interim period preceding Beard's
  appointment, neither the Corporation nor any person acting on its
  behalf consulted Beard regarding: (1) application  of accounting
  principles to a specified transaction,  either  completed   or
  proposed, (2) the type of audit opinion that might be rendered on
  the Corporation's financial statements, or (3) any matter that was
  the subject of a disagreement (as defined in Item 304(a)(1)(iv) of
  Regulation S-K and its related instructions) with AA or constituted
  a  reportable  event  (as  described  in  Item  304(a)(1)(v)  of
  Regulation S-K).
  
        AA  has  been requested by the Corporation to  review  this
  disclosure and furnish the Corporation with a letter addressed to
  the Securities and Exchange Commission stating whether they agree
  with  the statements made by the Corporation with respect to  AA,
  and, if not, stating the respects on which it does not agree. For
  a copy of AA's response, see Exhibit 16.
  
  Item 7.        Financial Statements and Exhibits
  
       (c)  Exhibits:
  
            16   Response of Arthur Andersen LLP
  
  July 14, 1999
  
  Office of the Chief Accountant
  Securities and Exchange Commission
  450 Fifth Street, N.W.
  Washington, D.C. 20549
  
  Dear Sir/Madam:
  
  We have read Item 4 included in the Form 8-K dated July 8, 1999 of
  Franklin Financial Services Corporation (the Corporation) filed with
  the Securities and Exchange Commission and are in agreement with the
  statements contained therein.  We have no knowledge as to whether the
  Corporation  consulted  with  Beard  &  Company,  Inc. regarding the
  application of accounting principles  or  the  type  of  opinion that
  might  be  rendered  on  the  Corporation's  financial  statements.
  
  Very truly yours,
  
  /s/ARTHUR ANDERSEN LLP
  
                             Signatures
                            ------------
       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.
  
                      FRANKLIN FINANCIAL SERVICES CORPORATION
  
                           By: /s/ Elaine G. Meyers
                               -------------------------------------
                               Elaine G. Meyers
                               Treasurer and Chief Financial Officer
  
  Dated July 14, 1999