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): June 30, 2004

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

900 Ligonier Street, Latrobe, PA	15650
(Address of Principal Executive Offices)	(Zip Code)

Registrant's telephone number, including area code: (724) 539-3501

Item 5.  OTHER EVENTS AND REGULATION FD DISCLOSURE.

On June 30, 2004, Commercial National Financial Corporation announced today that it has successfully completed its previously announced sale of the insurance agency assets relating to the Gooder Agency, Inc.

A copy of the press release is attached to this Report as Exhibit 99.

SIGNATURES

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.

                        Commercial National Financial Corporation

                                                                                                    (Registrant)

Date: June 30, 2004               

By:	/s/ Gregg E. Hunter
	President and Chief Executive
	Officer