Press Release

Morgan Lewis Advises Susquehanna on Acquisition of Tower

June 20, 2011

PHILADELPHIA, June 20, 2011: Today, Susquehanna Bancshares, Inc. (Susquehanna) (NASDAQ:  SUSQ) and Tower Bancorp, Inc. (Tower) (NASDAQ: TOBC) announced the signing of a definitive agreement whereby Susquehanna will acquire all outstanding shares of Tower common stock in a stock and cash transaction.

Including Susquehanna's pending acquisition of Abington Bancorp, the combined company will have approximately $17.8 billion in assets, and Susquehanna will be the largest community bank in Pennsylvania after the mergers of Tower and Abington are closed. Morgan Lewis advised Susquehanna on the transaction.

Morgan Lewis Business and Finance partners Joanne Soslow and Benjamin Wills led the team that included Employee Benefits partner Amy Kelly, Business and Finance partner Kathleen Collins, Tax partner Paul Gordon, Antitrust partner Jonathan Rich, Labor and Employment partner William Delany, as well as associates Amanda Abrams, Tyler Brody, Samantha Fisher, Carly Grey, Aaron Hewitt, Julie Marcacci, Gabriel Quihuis, Patrick Rehfield, and Adam Wexler.

For more information about the transaction, please see Susquehanna's press release.