UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
 
FORM 8-K

CURRENT REPORT
PURSUANT TO SECTIONS 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934


Date of report (Date of earliest event reported):
April 28, 2009


QNB Corp.
(Exact name of registrant as specified in its charter)
 
 
Pennsylvania
  
0-17706
  
23-2318082
(State or other jurisdiction of
  
(Commission File Number)
  
(I.R.S. Employer Identification No.)
incorporation or organization)
        

15 North Third Street, Quakertown, PA
  
18951-9005
(Address of principal executive offices)
  
(Zip Code)

Registrant's telephone number, including area code:  (215) 538-5600

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 
o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 
o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 
o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 
o  Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 
 
 
Item 2.02 
Results of Operations and Financial Condition

On April 28, 2009, QNB Corp. announced its consolidated financial results for the first quarter ended March 31, 2009.  A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information included in this Item, as well as Exhibit 99.1, referenced herein, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 unless specifically incorporated in such filing.
 
 
Item 9.01 
Financial Statements and Exhibits

The following exhibits are filed herewith:
 
  Exhibit No. Description
     
 
99.1
News release disseminated on April 28, 2009 by QNB Corp.



 
 
 

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 thereunto duly authorized.

QNB Corp.
 
 
By:  /s/ Bret H. Krevolin
Bret H. Krevolin
Chief Financial Officer

Dated:  April 28, 2009