Board of Governors of the Federal Reserve System

The Federal Reserve Board on Friday announced its approval of the applications and notice under sections 3 and 4 of the Bank Holding Company Act by First Niagara Financial Group, Inc., Buffalo, New York, to: (i) become a bank holding company by acquiring Harleysville National Corporation ("Harleysville"), and thereby acquiring indirectly Harleysville's subsidiary bank, Harleysville National Bank, both of Harleysville, Pennsylvania; (ii) operate First Niagara Bank, Buffalo, New York, as a subsidiary savings association until it becomes a subsidiary bank upon its conversion to a national bank; and (iii) hold First Niagara Commercial Bank, Lockport, New York, a limited purpose New York chartered commercial bank, as a subsidiary of First Niagara Bank until First Niagara Bank converts to a national bank and First Niagara Commercial Bank is merged into First Niagara Bank, N.A.

Attached is the Board's Order relating to this action.