UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549

                                    FORM 8-K

                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934



                                 August 15, 2003
                                 ---------------
                 Date of Report (Date of earliest event report)


                         CITIZENS FINANCIAL CORPORATION
                         ------------------------------
             (Exact name of registrant as specified in its charter)

   KENTUCKY                     0-20148                   61-1187135
   --------                     -------                   ----------
   (State of          (Commission File Number)           (IRS Employer
    incorporation)                                        Identification Number)


                             12910 SHELBYVILLE ROAD
                           LOUISVILLE, KENTUCKY 40243
                    (Address of principal executive offices)


       Registrant's telephone number, including area code: (502) 244-2420
                                                           --------------


                                 Not Applicable
          (Former name or former address, if changed since last report)








ITEM 7.               Financial Statements and Exhibits
                      (c) Exhibits (furnished pursuant to Item 12)

                      99.1 Earnings Press Release dated August 15, 2003.


ITEM 9.               Regulation  FD Disclosure (Item 12. Results  of Operations
                      and Financial Condition)

                      The  registrant's earnings press  release dated August 15,
                      2003,  reporting  its  second   quarter  2003  results  of
                      operation  and financial  condition, is attached hereto as
                      Exhibit 99.1 and  incorporated  by reference  herein. This
                      information  is being furnished under  Item 12 of Form 8-K
                      and  is being presented  under Item 9 of Form 8-K pursuant
                      to the U.S.  Securities and Exchange  Commission's interim
                      filing guidance as set forth in Release No. 33-8216.


                                                          SIGNATURE

         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.

                   Citizens Financial Corporation
                             Registrant


Date:          August 15, 2003                       /s/ Lane A. Hersman
     -------------------------------                 -------------------
                                                         Lane A. Hersman
                                              Executive Vice President and Chief
                                                        Operating Officer






                                INDEX TO EXHIBITS

         Exhibit
          Number            Description
           99.1             Earnings Press Release dated August 15, 2003