UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 SCHEDULE 13G/A

                    Under the Securities Exchange Act of 1934
                               (Amendment No. 10)*

                          CODORUS VALLEY BANCORP, INC.
                                (Name of Issuer)

                     COMMON STOCK, PAR VALUE $2.50 PER SHARE
                         (Title of Class of Securities)

                                  192-025-10-4
                                 (Cusip Number)

Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:

      [X]   Rule 13d-1(b)

      [ ]   Rule 13d-1(c)

      [ ]   Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting persons
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed
to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934
(Act) or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the Notes).


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CUSIP No. 192-025-10-4
                                       13G

1.    NAME OF REPORTING PERSON
      IRS IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

      PEOPLESBANK, A CODORUS VALLEY COMPANY, TRUST AND INVESTMENT
      SERVICES DIVISION

2.    CHECK THE APPROPRIATE BOX IF MEMBER OF A GROUP*      (a)________
                                                           (b)________
      NOT APPLICABLE

3.    SEC USE ONLY

4.    CITIZENSHIP OR PLACE OF ORGANIZATION

      COMMONWEALTH OF PENNSYLVANIA

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
            5.    SOLE VOTING POWER            154,919
            6.    SHARED VOTING POWER           92,272
            7.    SOLE DISPOSITIVE POWER       133,388
            8.    SHARED DISPOSITIVE POWER     113,803

9.    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
      PERSON
                        247,191

10.   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW   (9)   EXCLUDES
      CERTAIN SHARES*

      NOT APPLICABLE

11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

      8.3%

12.   TYPE OF REPORTING PERSON*

      BK*

*BANK TRUST DEPARTMENT

Reporting Person


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                                  SCHEDULE 13G

Filed by:       PeoplesBank, A Codorus Valley Company, Trust and Investment
                Services Division

With:           Securities and Exchange Commission
                Washington, D.C. 20549

Calendar Year:  2004
Covered

Item 1 (a)      Name of Issuer:
                Codorus Valley Bancorp, Inc.

Item 1 (b)      Address of Issuer's Principal Executive Offices:
                105 Leader Heights Road
                P. O. Box 2887
                York, PA 17405-2887

Item 2 (a)      Name of Person Filing:
                David J. Cover, Senior Vice President
                Trust and Investment Services Division
                PeoplesBank, A Codorus Valley Company,

Item 2 (b)      Address of Principal Business Office or, if none, Residence:
                105 Leader Heights Road
                P. O. Box 2887
                York, PA 17405-2887

Item 2 (c)      Citizenship:
                Commonwealth of Pennsylvania

Item 2 (d)      Title of Class of Securities:
                Common Stock, par value $2.50 per share

Item 2 (e)      Cusip Number:
                192-025-10-4

Item 3:         If this statement is filed pursuant to Rule 13d-1
                (b), or 13d-2 (b) (c), check whether the person
                filing is a:

       (a) ____ Broker or dealer registered under Section 15 of the Act.
       (b)  XX  Bank as defined in Section 3 (a) (6) of the Act.
       (c) ____ Insurance Company as defined in Section 3 (a) (19) of the Act.
       (d) ____ Investment Company registered under Section 8 of the Investment
                Company Act of 1940.


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      (e) ____ Investment adviser in accordance with
               Section 240.13d-1(b)(1)(ii)(E).

      (f) ____ Employee benefit plan, or endowment fund in accordance with
               Section 240.13d-1 (b) (1)(ii) (F).

      (g) ____ Parent holding company or central person in accordance with
               Section 240.13d-1(b)(1) (ii) (G).

      (h) ____ Savings associations as defined in Section 3(b) of the Federal
               Deposit Insurance Act.

      (i) ____ Church plan that is excluded from the definition of an investment
               company under Section 3(c)(14) of the Investment Company Act of
               1940.

Item 4   Ownership (as of December 31, 2004):

      (a) Amount Beneficially owned:
          247,191 shares of Common Stock, par value $2.50 per share.

      (b) Percent of Class: 8.3%

      (c) Number of Shares as to which such person has:
          (i)   Sole power to vote or to direct the vote: 154,919
          (ii)  Shared power to vote or to direct the vote: 92,272
          (iii) Sole power to dispose or to direct the disposition of: 133,388
          (iv)  Shared power to dispose or to direct the disposition of: 113,803

Item 5    Ownership of 5% or less of a Class:
                   Not Applicable

Item 6    Ownership of More than 5% on Behalf of Another Person: 133,388 shares
          of the Issuer that are "beneficially owned" by PeoplesBank, A Codorus
          Valley Company and are held by PeoplesBank, A Codorus Valley Company,
          Trust and Investment Services Division in its fiduciary capacity; the
          Trust and Investment Services Division has sole voting and
          dispositive power over these shares. 34,693 shares of the issuer that
          are "beneficially owned" by PeoplesBank, A Codorus Valley Company and
          are held by PeoplesBank, A Codorus Valley Company, Trust and
          Investment Services Division in one trust account which provides for
          the Bank to exercise shared dispositive power; the individual trustee
          has sole voting power over these shares. 21,531 shares of the Issuer
          that are "beneficially owned" by PeoplesBank, A Codorus Valley
          Company and are held by PeoplesBank, A Codorus Valley Company, Trust
          and Investment Services Division in agency accounts which provide for
          the Bank to exercise sole voting power; the Trust and Investment
          Services Division has no dispositive power over these shares. 54,012
          shares of the Issuer that are "beneficially owned" by PeoplesBank, A
          Codorus Valley Company and are held by PeoplesBank, A Codorus Valley
          Company, Trust and Investment Services Division in agency accounts
          which provide for the Bank to exercise shared voting power and shared
          dispositive power over these shares. 3,567shares of the Issuer that
          are


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          "beneficially owned" by PeoplesBank, A Codorus Valley Company and are
          held by PeoplesBank, A Codorus Valley Company, Trust and Investment
          Services Division in one trust account which provides for the Bank to
          exercise shared voting power and shared dispositive power over these
          shares.

Item 7    Identification and Classification of the Subsidiary, which acquired
          the security being reported on by the parent holding company:
                   Not Applicable

Item 8    Identification and Classification of Members of the Group:
                   Not Applicable

Item 9    Notice of Dissolution of Group:
                   Not Applicable

Item 10   Certification:
          By signing below I certify that, to the best of my knowledge and
          belief, the securities referred to above were acquired and are
          held in the ordinary course of business and were not acquired and
          are not held for the purpose of or with the effect of changing or
          influencing the control of the Issuer of the securities and were
          not acquired and are not held in connection with or as a
          participant in any transaction having that purpose or effect.


                                SIGNATURE

      After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.


                                         /s/ David J. Cover
                                         ------------------
Date:  2/2/2005                          David J. Cover
                                         Senior Vice President
                                         PeoplesBank, A Codorus Valley Company
                                         Trust and Investment Services Division


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