Item 5.02(d) Appointment of Directors.

Community Bank System, Inc. ("Company") announced that its Board of Directors increased the size of the Company's Board and appointed two new independent directors to the Company's Board at a meeting on November 18, 2008 based upon the recommendation of the Nominating and Corporate Governance Committee. The appointment of James W. Gibson, Jr., CPA and James A. Wilson, CPA, CFE to the Board will be effective January 1, 2009. The Company's Nominating and Corporate Governance Committee had reviewed candidates who would meet the independence standards of the New York Stock Exchange and enhance the level of certain identified skills and experience on the Board before recommending the appointment of the new directors.

Mr. Gibson recently served as a Partner in KPMG, LLC, a global network of professional services firms providing audit, tax and advisory services, in New York City. During his more than 35 year career with KPMG, he was responsible for audit and financial service oversight for the Firm's world-wide, national and regional banking and financial service clients. Gibson is a Certified Public Accountant and has memberships with numerous professional organizations, including the American Institute of Certified Public Accountants, the Community Banker's Association of New York State and the Independent Bankers Association of New York. He earned a bachelor's degree in accounting from the University of Florida.

Mr. Wilson served as a Partner for Parente Randolph, LLC, one of the top 35 accounting and consulting firms in the United States, in its Wilkes-Barre, PA office through April 2008. He previously served as Director for the School of Accounting for the International Correspondence School in Scranton, PA. He is a member of the American Institute of Certified Public Accountants, Association of Certified Fraud Examiners, and Pennsylvania Institute of Certified Public Accountants where he chaired the Financial Institution Committee. He earned a bachelor's degree and MBA in accounting from The University of Scranton.

The appointment of the new directors is not subject to any arrangement or understanding between the new directors and any other person. At this time, committee memberships have not been determined; however, based upon their independence and status as financial experts, the new directors will be considered for membership on the Company's Audit Committee. The Company is not aware of any related party transactions as defined in Item 404(a) of Regulation S-K that exist with respect to the new directors.

In addition, the Company's wholly-owned banking subsidiary, Community Bank, NA, announced that it has appointed five new directors to its Board. Mark E. Bolus, Neil E. Fesette, Edward S. Mucenski, John Parente and John F. Whipple will join the Bank's Board effective January 1, 2009.

A press release announcing the appointment of the new directors is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

The following exhibit is filed as a part of this report:
Exhibit No. Description
99.1 Press Release, dated November 24, 2008, announcing appointment of two new independent directors.