<PAGE>   1

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
        OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended    JUNE 30, 1999

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
        OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from        N/A           to           N/A
                               -------------------------------------

Commission File Number:                     0-16540
                                            -------


                              UNITED BANCORP, INC.
             -------------------------------------------------------
             (Exact name of registrant as specified in its charter.)

         OHIO                                                 34-1405357
-------------------------------                           -------------------
(State or other jurisdiction of                              (IRS Employer
incorporation or organization)                            Identification No.)



              201 SOUTH 4TH STREET, MARTINS FERRY, OHIO 43935-0010
              ----------------------------------------------------
               (Address of principal executive offices) (Zip Code)

                                 (740) 633-0445
              ----------------------------------------------------
              (Registrant's telephone number, including area code)

                                 NOT APPLICABLE
              ----------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)

     Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X  No
                                             ---   ---
     Indicate the number of shares outstanding of the issuer's classes of common
stock as of the latest practicable date.
       COMMON STOCK, $1.00 PAR VALUE 2,802,922 SHARES AS OF JULY 14, 1999



<PAGE>   2
                              UNITED BANCORP, INC.
                                TABLE OF CONTENTS
                                    FORM 10-Q


PART I  FINANCIAL INFORMATION (UNAUDITED)

 ITEM 1. Financial Statements

   Condensed Consolidated Balance Sheets.......................................3

   Condensed Consolidated Statements of Income.................................4

   Condensed Consolidated Statements of Shareholders' Equity...................5

   Condensed Consolidated Statements of Cash Flows.............................6

   Notes to the Condensed Consolidated Financial Statements...............7 - 13

 ITEM 2. Management's Discussion and Analysis of Financial Condition
   and Results of Operations.............................................14 - 24

 ITEM 3. Quantitative and Qualitative Disclosures About Market Risk......25 - 26


PART II  OTHER INFORMATION

 ITEM 1.
   Legal Proceedings..........................................................27

 ITEM 2.
   Changes in Securities and Use of Proceeds..................................27

 ITEM 3.
   Default Upon Senior Securities.............................................27

 ITEM 4.
   Submission of Matters to a Vote of Security Holders........................27

 ITEM 5.
   Other Information..........................................................27

 ITEM 6.
   Exhibits and Reports on Form 8-K...........................................27

 SIGNATURES...................................................................28




                                                                               2
<PAGE>   3
                              UNITED BANCORP, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                  (UNAUDITED)



PART I  FINANCIAL INFORMATION

        ITEM 1. FINANCIAL STATEMENTS

(IN THOUSANDS)
<TABLE>
<CAPTION>
                                                                        JUNE 30,    DECEMBER 31,
                                                                          1999         1998
                                                                       ---------    ------------
<S>                                                                    <C>          <C>
ASSETS
Cash and due from banks                                                $   7,949    $  11,322
Federal funds sold                                                         1,350        5,170
                                                                       ---------    ---------
  Total cash and cash equivalents                                          9,299       16,492
Securities available for sale                                             92,471       75,792
Securities held to maturity
(Estimated fair value of $8,818 at 06/30/99 and $22,885 at 12/31/98)       8,836       21,893
Loans receivable
  Commercial loans                                                        11,896       12,912
  Commercial real estate loans                                            55,277       54,195
  Real estate loans                                                       49,215       49,438
  Installment loans                                                       50,649       47,676
                                                                       ---------    ---------
    Total loans receivable                                               167,037      164,221
Allowance for loan losses                                                 (2,935)      (3,033)
                                                                       ---------    ---------
    Net loans receivable                                                 164,102      161,188
Premises and equipment, net                                                7,770        6,981
Accrued interest receivable and other assets                               5,019        3,147
                                                                       ----------------------

  Total Assets                                                         $ 287,497    $ 285,493
                                                                       ======================

LIABILITIES
Demand deposits
  Noninterest bearing                                                  $  18,408    $  21,033
  Interest bearing                                                        40,246       41,780
Savings deposits                                                          61,988       57,091
Time deposits - under $100,000                                            89,617       87,242
Time deposits - $100,000 and over                                         18,093       21,964
                                                                       ---------    ---------
    Total deposits                                                       228,352      229,110
Securities sold under agreements to repurchase                             7,414        7,733
Other borrowed funds                                                      24,453       19,700
Accrued expenses and other liabilities                                     1,475        1,629
                                                                       ---------    ---------
    Total Liabilities                                                    261,694      258,172

SHAREHOLDERS' EQUITY
Common stock - $1 Par Value: 10,000,000 shares authorized;
  2,802,922 issued and outstanding                                         2,803        2,800
Additional paid in capital                                                17,823       17,802
Retained earnings                                                          7,616        6,840
Accumulated other comprehensive income, net of tax                        (2,439)        (121)
                                                                       ---------    ---------
  Total Shareholders' Equity                                              25,803       27,321
                                                                       ---------    ---------

  Total Liabilities and Shareholders' Equity                           $ 287,497    $ 285,493
                                                                       =========    =========
</TABLE>



                                                                               3
   See accompanying notes to the condensed consolidated financial statements
<PAGE>   4
                              UNITED BANCORP, INC.
                   CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                                   (UNAUDITED)


(IN THOUSANDS-EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
                                                     THREE MONTHS ENDED SIX MONTHS ENDED
                                                          JUNE 30,           JUNE 30,
                                                       1999     1998      1999      1998
                                                      ------   ------   -------   -------
<S>                                                   <C>      <C>      <C>       <C>
Interest and dividend income
  Loans, including fees                               $3,684   $4,024   $ 7,295   $ 8,075
  Taxable securities                                   1,269      844     2,501     1,717
  Non-taxable securities                                 337      333       656       629
  Other interest and dividend income                      54      115       123       194
                                                      ------   ------   -------   -------
      Total interest and dividend income               5,344    5,316    10,575    10,615

Interest expense
  Deposits
    Demand                                               225      263       442       522
    Savings                                              385      457       763       937
    Time                                               1,450    1,547     2,934     3,058
  Other borrowings                                       306      151       598       358
                                                      ------   ------   -------   -------
      Total interest expense                           2,366    2,418     4,737     4,875

NET INTEREST INCOME                                    2,978    2,898     5,838     5,740

Provision for loan losses                                205      431       403       548
                                                      ------   ------   -------   -------

NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES    2,773    2,467     5,435     5,192

Non-interest income
  Service charges on deposit accounts                    185      193       359       359
  Other income                                           121      145       326       340
                                                      ------   ------   -------   -------
      Total non-interest income                          306      338       685       699

Non-interest expense
  Salaries and employee benefits                       1,034    1,009     2,013     2,082
  Occupancy                                              334      283       640       572
  Other expenses                                         795      799     1,477     1,422
                                                      ------   ------   -------   -------
      Total non-interest expense                       2,163    2,091     4,130     4,076

INCOME BEFORE INCOME TAXES                               916      714     1,990     1,815
  Income tax expense                                     241      180       485       451
                                                      ------   ------   -------   -------

NET INCOME                                            $  675   $  534   $ 1,505   $ 1,364
                                                      ======   ======   =======   =======

Earnings per common share - Basic                     $ 0.24   $ 0.19   $  0.54   $  0.49
Earnings per common share - Diluted                   $ 0.24   $ 0.19   $  0.53   $  0.48
Dividends per common share                            $ 0.13   $ 0.11   $  0.26   $  0.23
</TABLE>



                                                                               4
   See accompanying notes to the condensed consolidated financial statements
<PAGE>   5

                              UNITED BANCORP, INC.
            CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
                                   (UNAUDITED)

(IN THOUSANDS)
<TABLE>
<CAPTION>
                                                                                                           ACCUMULATED
                                                                    ADDITIONAL                                OTHER
                                                            COMMON   PAID IN   RETAINED   COMPREHENSIVE   COMPREHENSIVE
                                                            STOCK    CAPITAL   EARNINGS       INCOME          INCOME        TOTAL
                                                            ------   -------   --------   -------------   -------------    --------
<S>                                                         <C>      <C>       <C>        <C>             <C>              <C>
BALANCE AT JANUARY 1, 1998                                  $2,667   $15,551   $  7,322                   $         172    $ 25,712
  Net income                                                                      1,364   $       1,364                       1,364
  Other comprehensive income, net of tax:
      Unrealized gains (loss) on securities                                                          (2)             (2)         (2)
                                                                                          -------------
  Comprehensive income                                                                            1,362
                                                                                          =============
  Cash dividends - $0.23 per share                                                 (494)                                       (494)
                                                            ------   -------   --------                   -------------    --------
BALANCE AT JUNE 30, 1998                                     2,667    15,551      8,192                             170      26,580

BALANCE AT JANUARY 1, 1999                                   2,800    17,802      6,840                            (121)     27,321
  Net income                                                                      1,505   $       1,505                       1,505
  Proceeds and tax benefit from                                  3        21                                                     24
    exercise of stock options
  Other comprehensive income, net of tax:
      Cumulative effect change from transfer of securities
        from held to maturity to available for sale upon
        adoption of SFAS No. 133                                                                    445             445         445
      Unrealized gains (loss) on securities                                                      (2,763)         (2,763)     (2,763)
                                                                                          -------------
  Comprehensive income                                                                    $        (813)
                                                                                          =============
  Cash dividends - $0.26 per share                                                 (729)                                       (729)
                                                            ------   -------   --------                   -------------    --------

BALANCE AT JUNE 30, 1999                                    $2,803   $17,823   $  7,616                   $      (2,439)   $ 25,803
                                                            ======   =======   ========                   =============    ========
</TABLE>



                                                                               5
   See accompanying notes to the condensed consolidated financial statements
<PAGE>   6
                              UNITED BANCORP, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
(IN THOUSANDS)                                                                      SIX MONTHS ENDED
                                                                                         JUNE 30,
                                                                                   1999           1998
                                                                                 -----------------------
<S>                                                                              <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income                                                                       $  1,505       $  1,364
Adjustments to reconcile net income to net cash
    from operating activities
      Depreciation and amortization                                                   379            287
      Provision for loan losses                                                       403            548
      Deferred taxes                                                                 (142)           (40)
      Federal Home Loan Bank stock dividend                                           (44)           (42)
      Gain on sale/call of securities                                                   -             (1)
      (Accretion)/amortization of securities, net                                      19            (17)
      Gain on sale of loans                                                           (49)           (54)
      Amortization of mortgage servicing rights                                        18             11
      Gain/Loss on sale of assets                                                       5             (7)
      Net changes in accrued interest receivable and other assets                    (518)          (528)
      Net changes in accrued expenses and other liabilities                          (146)          (206)
                                                                                 --------       --------
      Net cash from operating activities                                            1,430          1,315

CASH FLOWS FROM INVESTING ACTIVITIES
Securities available for sale
  Proceeds from sales                                                                   -              -
  Proceeds from maturities/calls                                                   13,932         15,509
  Purchases                                                                       (18,078)       (17,885)
Securities held to maturity
  Proceeds from maturities/calls                                                        -          2,740
  Purchases                                                                        (2,961)          (353)
Net change in loans                                                                (3,467)         2,419
Net purchases of premises and equipment                                            (1,150)          (245)
Proceeds from sale of assets                                                          130              -
                                                                                 --------       --------
      Net cash from investing activities                                          (11,594)         2,185

CASH FLOWS FROM FINANCING ACTIVITIES
Net change in deposits                                                               (758)           987
Net change in short-term borrowings                                                 2,546         (3,457)
Proceeds from long-term debt                                                        2,500          6,100
Principal payments on long-term debt                                                 (612)        (2,588)
Proceeds from exercise of stock options                                                24              -
Cash dividends paid                                                                  (729)          (494)
                                                                                 --------       --------
      Net cash from financing activities                                            2,971            548
                                                                                 --------       --------

Net change in cash and cash equivalents                                            (7,193)         4,048

Cash and cash equivalents at beginning of year                                     16,492         10,587
                                                                                 --------       --------

Cash and cash equivalents at end of period                                       $  9,299       $ 14,635
                                                                                 ========       ========

     Interest paid                                                               $  4,862       $  4,771
     Income taxes paid                                                                359            294

Non-cash transfer from loans to other real estate and repossessions              $    150       $    138
Non-cash transfer of securities from held to maturity to available for sale
  upon adoption of SFAS No. 133                                                    16,005              -
</TABLE>

                                                                               6
   See accompanying notes to the condensed consolidated financial statements
<PAGE>   7

                              UNITED BANCORP, INC.
            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


1.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

                  These interim financial statements are prepared without audit
         and reflect all adjustments which, in the opinion of management, are
         necessary to present fairly the financial position of United Bancorp,
         Inc. ("Company") at June 30, 1999, and its results of operations and
         cash flows for the periods presented. All such adjustments are normal
         and recurring in nature. The accompanying condensed consolidated
         financial statements have been prepared in accordance with the
         instructions of Form 10-Q and, therefore, do not purport to contain all
         the necessary financial disclosures required by generally accepted
         accounting principles that might otherwise be necessary in the
         circumstances and should be read in conjunction with the consolidated
         financial statements, and related notes thereto, of the Company for the
         year ended December 31, 1998 included in its annual report. Reference
         is made to the accounting policies of the Company described in the
         notes to the consolidated financial statements contained in its 1998
         Annual Report to Shareholders. The Company has consistently followed
         these policies in preparing this Form 10-Q.

         PRINCIPLES OF CONSOLIDATION:
                  The consolidated financial statements include the accounts of
         the Company and its wholly-owned subsidiaries, ("Banks") The Citizens
         Savings Bank, Martins Ferry, Ohio ("CITIZENS") and The Community Bank,
         Lancaster, Ohio ("COMMUNITY"). All significant intercompany
         transactions and balances have been eliminated in consolidation.

         NATURE OF OPERATIONS:
                  The Company's and Banks' revenues, operating income and assets
         are primarily from the banking industry. Loan customers are mainly
         located in Athens, Belmont, Carroll, Fairfield, Harrison, Hocking,
         Jefferson, and Tuscarawas, Counties and the surrounding localities in
         northeastern, eastern, southeastern, and central Ohio and include a
         wide range of individuals, business and other organizations. A major
         portion of loans are secured by various forms of collateral including
         real estate, business assets, consumer property and other items.
         Commercial loans are expected to be repaid from cash flows of the
         business. CITIZENS conducts its business through its main office in
         Martins Ferry, Ohio and nine branches in Bridgeport, Colerain, Dellroy,
         Dover, Jewett, New Philadelphia, St. Clairsville, Sherrodsville, and
         Strasburg, Ohio. COMMUNITY conducts its business in Glouster,
         Nelsonville, Amesville, and a Loan Production office in Lancaster,
         Ohio.

         USE OF ESTIMATES:
                  To prepare financial statements in conformity with generally
         accepted accounting principles, management makes estimates and
         assumptions based on available information. These estimates and
         assumptions affect the amounts reported in the financial statements and
         the disclosures provided and future results could differ. The allowance
         for loan losses, fair values of financial instruments and status of
         contingencies are particularly subject to change.

                                                                               7
<PAGE>   8
                              UNITED BANCORP, INC.
            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

1.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

         INCOME TAXES:
                  Income tax expense is based on the effective tax rate expected
         to be applicable for the entire year. Income tax expense is the total
         of the current year income tax due or refundable and the change in
         deferred tax assets and liabilities. Deferred tax assets and
         liabilities are the expected future tax consequences of temporary
         differences between the carrying amounts and tax bases of assets and
         liabilities, computed using enacted tax rates. A valuation allowance,
         if needed, reduces deferred tax assets to the amount expected to be
         realized.

         STOCK DIVIDENDS:
                  Dividends issued in stock are reported by transferring the
         market value of the stock issued from retained earnings to common stock
         and additional paid-in capital. All per share data has been
         retroactively adjusted for the 5% stock dividend distributed on
         December 18, 1998 and the 10% stock dividends distributed in 1997 and
         1996.

         EARNINGS AND DIVIDENDS PER  SHARE:
                  Basic earnings per share ("EPS") is based on net income
         divided by the weighted-average number of shares outstanding during the
         period. Diluted EPS shows the dilutive effect of additional common
         shares issuable under stock options. The weighted-average number of
         shares outstanding for basic EPS was 2,801,617 and 2,800,298 for the
         six months ended June 30, 1999 and 1998, respectively. The
         weighted-average number of shares outstanding for diluted EPS was
         2,825,660 and 2,841,667 for the six months ended June 30, 1999 and
         1998, respectively. The per share dilution of the stock options was
         $0.01 for the six months ended June 30, 1999 and 1998.

         IMPACT OF RECENT ACCOUNTING STANDARDS:
                  In June 1998, the Financial Accounting Standards Board
         ("FASB") issued Statement of Financial Accounting Standards ("SFAS")
         No. 133, "Accounting for Derivative Instruments and Hedging
         Activities". SFAS No. 133 is effective for fiscal years beginning after
         June 15, 1999 with early adoption encouraged for any fiscal quarter
         beginning July 1, 1998 or later, with no retroactive application. The
         Corporation adopted SFAS No. 133 effective April 1, 1999. SFAS No. 133
         requires companies to record derivatives on the balance sheet as assets
         or liabilities, measured at fair value. Gains or losses resulting from
         changes in the values of those derivatives are accounted for depending
         on the use of the derivative and whether it qualifies for hedge
         accounting. The key criterion for hedge accounting is that the hedging
         relationship must be highly effective in achieving offsetting changes
         in fair value or cash flows. SFAS No. 133 does not allow hedging of a
         security which is classified as held to maturity, accordingly, upon
         adoption of SFAS No. 133, companies may reclassify any security from
         held to maturity to available for sale if they wish to be able to hedge
         the security in the future. As a result, the Company transferred
         $16,005,000 of securities classified as held to maturity to available
         for sale. The unrealized gain at the time the securities were
         transferred was approximately $674,000. The after tax effect of the
         transfer was to increase equity by $445,000 and is shown as cumulative
         effect of accounting change in other comprehensive income. The adoption
         of SFAS No. 133 did not have any other significant impact on the
         Company's financial statements.

                                                                               8
<PAGE>   9
                             UNITED BANCORP, INC.
            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


         SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

         COMPREHENSIVE INCOME:
                  Comprehensive income consists of net income and other
         comprehensive income. Other comprehensive income includes unrealized
         gains and losses on securities available for sale which is also
         recognized as a separate component of equity. Other comprehensive
         income components and related taxes are as follows:
<TABLE>
<CAPTION>
                                                          THREE MONTHS ENDED         SIX MONTHS ENDED
                                                               JUNE 30,                  JUNE 30,
               (IN THOUSANDS)                              1999        1998         1999          1998
                                                         -------      ------      -------       --------
<S>                                                      <C>          <C>         <C>           <C>
Net Income                                               $   675      $  534      $ 1,505       $  1,364
Other comprehensive income, net of tax:
      Unrealized gains (loss) on available
        for sale securities arising during period         (1,954)          3       (2,763)            (2)
      Transfer of securities from held to maturity
        to available for sale upon adoption of
        SFAS No. 133                                         445           -          445              -
                                                         -------      ------      -------       --------


Total other comprehensive income (loss), net of tax       (1,509)          3       (2,318)            (2)
                                                         -------      ------      -------       --------


Comprehensive Income (Loss)                              $  (834)     $  537      $  (813)      $  1,362
                                                         =======      ======      =======       ========
</TABLE>












                                                                               9
<PAGE>   10
                             UNITED BANCORP, INC.
            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


2.       SECURITIES:

             Securities were as follows:

<TABLE>
<CAPTION>
                                                          GROSS           GROSS
                (IN THOUSANDS)              AMORTIZED   UNREALIZED     UNREALIZED   ESTIMATED
                                              COST        GAINS          LOSSES     FAIR VALUE
                                            ---------   ----------     ----------   ----------
<S>                                         <C>          <C>           <C>            <C>
AVAILABLE FOR SALE - JUNE 30, 1999
US Agency obligations                       $73,318      $    11       $ (4,097)      $69,232
State and Municipal obligations              18,771          454            (58)       19,167
Mortgage-backed securities                    2,253            -            (21)        2,232
Other securities                              1,824           16                        1,840
                                            -------      -------       --------       -------
                                            $96,166      $   481       $ (4,176)      $92,471
                                            =======      =======       ========       =======

AVAILABLE FOR SALE - DECEMBER 31, 1998
US Treasury obligations                     $ 1,497      $    12       $      -       $ 1,509
US Agency obligations                        67,814          263           (571)       67,506
State and Municipal obligations               2,118           80             (1)        2,197
Mortgage-backed obligations                   3,010           20             (2)        3,028
Other securities                              1,536           16              -         1,552
                                            -------      -------       --------       -------
                                            $75,975      $   391       $   (574)      $75,792
                                            =======      =======       ========       =======

HELD TO MATURITY - JUNE 30, 1999
US Agency obligations                       $ 1,494      $     -       $      -       $ 1,494
State and Municipal obligations               7,296          104           (122)        7,278
Other securities                                 46            -              -            46
                                            -------      -------       --------       -------
                                            $ 8,836      $   104       $   (122)      $ 8,818
                                            =======      =======       ========       =======

HELD TO MATURITY - DECEMBER 31, 1998
State and Municipal obligations             $21,847      $   996       $     (4)      $22,839
Other securities                                 46            -              -            46
                                            -------      -------       --------       -------
                                            $21,893      $   996       $     (4)      $22,885
                                            =======      =======       ========       =======
</TABLE>

Sales of securities available for sale were as follows:

<TABLE>
<CAPTION>
(IN THOUSANDS)                                        SIX MONTHS ENDED
                                                          JUNE 30,
                                                   1999           1998
                                               ----------     -----------
<S>                                            <C>            <C>
Proceeds                                       $        -     $     2,121
Gross gains                                             -              13
Gross losses                                            -              12
</TABLE>



Included above in gross gains for 1998, were gains of $10,000 resulting from
securities called prior to maturity.




                                                                              10
<PAGE>   11
                             UNITED BANCORP, INC.
            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


2.       SECURITIES: (CONTINUED)

Contractual maturities of securities at June 30, 1999 were as follows:

<TABLE>
<CAPTION>
AVAILABLE FOR SALE (IN THOUSANDS)        AMORTIZED    ESTIMATED
                                           COST       FAIR VALUE
                                        ----------   ------------
<S>                                     <C>          <C>
US Agency obligations
  2 - 5   Years                          $ 2,250      $ 2,236
  5 - 10  Years                           33,317       32,027
 Over 10  Years                           37,751       34,969
                                         -------      -------
  Total                                   73,318       69,232
                                         -------      -------
State and municipal obligations
  Under 1 Year                             1,337        1,351
  1 - 2   Years                            2,408        2,460
  2 - 5 Years                             11,691       12,050
  5 - 10  Years                            1,400        1,414
 Over 10 Years                             1,935        1,892
                                         -------      -------
  Total                                   18,771       19,167
                                         -------      -------
Mortgage Backed securities
  5 - 10 Years                               242          236
  Over 10 Years                            2,011        1,996
                                         -------      -------
   Total                                   2,253        2,232
                                         -------      -------
Other investments
  Equity securities                        1,824        1,840
                                         -------      -------
Total securities available for sale      $96,166      $92,471
                                         =======      =======

<CAPTION>
HELD TO MATURITY (IN THOUSANDS)

<S>                                      <C>          <C>
US Agency obligations
  5 - 10  Years                              495          495
  Over 10 Years                              999          999
                                         -------      -------
  Total                                    1,494        1,494
                                         -------      -------
State and municipal obligations
  2 - 5 Years                                214          220
  5 - 10  Years                            4,848        4,925
  Over 10 Years                            2,234        2,133
                                         -------      -------
  Total                                    7,296        7,278
                                         -------      -------
Other investments
  Equity securities                           46           46
Total securities held to maturity        $ 8,836      $ 8,818
                                         =======      =======
</TABLE>





Securities with an amortized cost of approximately $36,122,000 at June 30, 1999
and $37,084,000 at December 31, 1998 were pledged to secure public deposits,
repurchase agreements and other liabilities as required or permitted by law.

                                                                              11
<PAGE>   12
                             UNITED BANCORP, INC.
            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

3.       ALLOWANCE FOR LOAN LOSSES

                  The activity in the allowance for loan losses was as follows:

<TABLE>
<CAPTION>
                                                 THREE MONTHS ENDED          SIX MONTHS ENDED
                                                      JUNE 30,                   JUNE 30,
                      (IN THOUSANDS)           1999          1998           1999         1998
                                              -------       -------       -------       -------
<S>                                           <C>           <C>           <C>           <C>
Beginning Balance                             $ 3,086       $ 2,934       $ 3,033       $ 3,039
  Provision charged to operating expense          206           431           403           548
  Loans charged-off                              (419)         (349)         (600)         (603)
  Recoveries                                       62            37            99            69
                                              -------       -------       -------       -------
Ending Balance                                $ 2,935       $ 3,053       $ 2,935       $ 3,053
                                              =======       =======       =======       =======
</TABLE>



                  Loans considered impaired under the provisions of SFAS No. 114
         were not material at June 30, 1999 and December 31, 1998.

4.       COMMITMENTS, OFF-BALANCE SHEET RISK AND CONTINGENCIES

                  There are various contingent liabilities not reflected within
         the financial statements, including claims and legal actions arising in
         the ordinary course of business. In the opinion of management, after
         consultation with legal counsel, the ultimate disposition of these
         matters is not expected to have a material effect on the Company's
         financial condition or results of operations.

                  Some financial instruments are used in the normal course of
         business to meet the financing needs of customers. These financial
         instruments include commitments to extend credit, standby letters of
         credit and financial guarantees. These involve, to varying degrees,
         credit and interest-rate risk in excess of the amounts reported in the
         financial statements.

                  Exposure to credit loss if the other party does not perform is
         represented by the contractual amount for commitments to extend credit,
         standby letters of credit and financial guarantees written. The same
         credit policies are used for commitments and conditional obligations as
         are used for loans. The amount of collateral obtained, if deemed
         necessary, upon extension of credit is based on management's credit
         evaluation. Collateral varies, but may include accounts receivable,
         inventory, property, equipment, income-producing commercial properties,
         residential real estate and consumer assets.

                  Commitments to extend credit are agreements to lend to a
         customer as long as there is no violation of any condition established
         in the commitment. Commitments generally have fixed expiration dates or
         other termination clauses and may require payment of a fee. Since many
         of the commitments are expected to expire without being used, total
         commitments do not necessarily represent future cash requirements.
         Standby letters of credit and financial guarantees written are
         conditional commitments to guarantee a customer's performance to a
         third party.

                                                                              12
<PAGE>   13
                             UNITED BANCORP, INC.
            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


4.       COMMITMENTS, OFF-BALANCE SHEET RISK AND CONTINGENCIES (CONTINUED)

                  A summary of the notional or contractual amounts of financial
         instruments with off-balance sheet risk at June 30, 1999 and December
         31, 1998 follows:

<TABLE>
<CAPTION>
                                                    JUNE 30,     DECEMBER 31,
                   (IN THOUSANDS)                    1999          1998
                                                    -------      ------------
<S>                                                 <C>          <C>
Commitments to extend credit                        $13,794      $     16,655
Credit card lines                                   $   615      $        541
Standby letters of credit                               519               269
</TABLE>



                  At June 30, 1999, and included above, commitments to make
         fixed-rate loans totaling $3,818,000 with the interest rates on those
         fixed-rate commitments ranging from 7.50% to 8.25%. At December 31,
         1998, commitments to make fixed rate loans totaled $843,000 with
         interest rates on those fixed-rate commitments ranging from 7.75% to
         8.25%.

                  At June 30, 1999 and December 31, 1998, reserves of $1,146,000
         and $1,116,000 were required as deposits with the Federal Reserve or as
         cash on hand. These reserves do not earn interest.


















                                                                              13
<PAGE>   14

                              UNITED BANCORP, INC.
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

                  The following discusses the financial condition of the Company
         as of June 30, 1999, as compared to December 31, 1998 and the results
         of operations for the three and six months ended June 30, 1999 compared
         to the same period in 1998. This discussion should be read in
         conjunction with the interim consolidated financial statements and
         related footnotes included herein.

         FORWARD-LOOKING STATEMENTS

                  When used in this document, the words or phrases "will likely
         result," "are expected to," "will continue," " is anticipated,"
         "estimated," "projected" or similar expressions are intended to
         identify "forward looking statements" within the meaning of the Private
         Securities Litigation Reform Act of 1995. Such statements are subject
         to certain risks and uncertainities including changes in economic
         conditions in the Banks' market area, changes in policies by regulatory
         agencies, fluctuations in interest rates, demand for loans in the
         Banks' market area and competition, that could cause actual results to
         differ materially from historical earnings and those presently
         anticipated or projected. Factors listed above could affect the
         Company's financial performance and could cause the Company's actual
         results for future periods to differ materially from any statements
         expressed with respect to future periods.

                  The Company does not undertake, and specifically disclaims any
         obligation, to publicly revise any forward-looking statements to
         reflect events or circumstances after the date such statements or to
         reflect the occurrence of anticipated or unanticipated events.













                                                                              14
<PAGE>   15

                              UNITED BANCORP, INC.
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS


                  The following brief history of the Company and its subsidiary
         growth and development highlights the continuing commitment to
         maintaining a presence as a local "Hometown" community bank serving
         several diverse market areas.


                  --       1902     Original banking charter granted for
                                    The German Savings Bank (later changed to
                                    The Citizens Savings Bank).
                  --       1974     Construction of a full-service branch
                                    banking facility 6 miles west in Colerain,
                                    Ohio.
                  --       1978     Construction of a full-service branch
                                    banking facility 2 miles south in
                                    Bridgeport, Ohio.
                  --       1980     Construction of a limited-service
                                    auto-teller banking location in Martins
                                    Ferry, Ohio.
                  --       1983     Creation of United Bancorp, Inc. as a
                                    single-bank holding company through
                                    acquisition of 100% of the voting stock of
                                    The Citizens Savings Bank of Martins Ferry,
                                    Ohio ("CITIZENS"). Also, began operation of
                                    Automated Teller Machine ("ATM") in
                                    Aetnaville, Ohio.
                  --       1984     CITIZENS opened a newly constructed
                                    21,500 square foot main-office facility in
                                    Martins Ferry, Ohio, adjacent to the
                                    auto-teller facility built in 1980.
                  --       1986     United Bancorp, Inc. became a
                                    multi-bank holding company through the
                                    acquisition of 100% of the voting stock of
                                    The Citizens-State Bank of Strasburg,
                                    Strasburg, Ohio ("CITIZENS-STATE").
                  --       1990     CITIZENS converted from third-party
                                    data processing to in-house data processing.
                                    CITIZENS-STATE constructed a full-service
                                    branch bank 6 miles south of Strasburg in
                                    Dover, Ohio.
                  --       1991     CITIZENS began providing third party
                                    data processing services to affiliate bank
                                    CITIZENS-STATE.
                  --       1992     CITIZENS-STATE acquired two branch bank
                                    locations in New Philadelphia and
                                    Sherrodsville, Ohio.
                  --       1993     CITIZENS relocated Data Processing,
                                    Accounting and Bookkeeping to a renovated
                                    Operations Center across from the main
                                    office in Martins Ferry, Ohio.
                  --       1994     CITIZENS-STATE purchased a branch bank
                                    in Dellroy, Ohio.
                  --       1996     CITIZENS converted to check imaging and
                                    optical character recognition for data
                                    processing at all locations.
                  --       1997     CITIZENS opened a full-service Retail
                                    Banking Center inside Riesbeck's Food
                                    Markets, Inc.'s St. Clairsville, Ohio store.
                                    Additionally, CITIZENS introduced a
                                    Secondary Market Real Estate Mortgage
                                    Program available for all locations and
                                    introduced a MasterCard(R)Check Card to the
                                    local market area.
                  --       1998     CITIZENS-STATE introduced an indirect
                                    automobile lending program.
                  --       1998     CITIZENS increased ATM network by six
                                    cash dispenser machines in various
                                    Riesbecks' Food Markets.
                  --       1998     Effective July 7, 1998, the acquisition
                                    of Southern Ohio Community Bancorporation,
                                    Inc. was completed and The Community Bank,
                                    Glouster, Ohio ("COMMUNITY") was added as a
                                    third banking charter to the Company.
                  --       1999     January 28, 1999 CITIZENS acquired a
                                    full service banking facility in Jewett,
                                    Ohio
                  --       1999     March 1999 COMMUNITY opened a Loan
                                    Production Office in Lancaster, Ohio.
                  --       1999     CITIZENS established a full service
                                    brokerage division to be known as Brokerage
                                    United with securities provided through
                                    Raymond James Financial Services, Inc.
                                    member NASD/SIPC.
                  --       1999     CITIZENS-STATE merged into CITIZENS.
                  --       1999     COMMUNITY moved their main office to
                                    Lancaster, Ohio.

                                                                              15
<PAGE>   16

                              UNITED BANCORP, INC.
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS


         ANALYSIS OF FINANCIAL CONDITION

         EARNING ASSETS - LOANS

                  At June 30, 1999, gross loans were $167,037,000 compared to
         $164,221,000 at year-end 1998, an increase of 1.7%. The modest increase
         in total outstanding loans was the result of increased competition in
         our markets, particularly in the commercial loan category. Real estate
         loans continues to decline slightly, as anticipated, due to the
         increased activity in the Secondary Market Real Estate program offered
         to all banking locations through their affiliation with CITIZENS.
         COMMUNITY opened a Loan Production Office during the first quarter of
         1999 in Lancaster, Ohio. Management anticipates the expansion plans for
         COMMUNITY will provide a solid market for loan growth as total
         outstanding loans have increased 11.0% at that affiliate from December
         31, 1998.

                  Installment loans, with continued emphasis placed on the
         indirect automobile lending market, stayed relatively constant at 30.3%
         of total loans at June 30, 1999 compared to 29.0% at year-end 1998. The
         indirect lending type of financing carries somewhat more risk than real
         estate lending, however, it also provides for higher yields. The
         targeted lending areas encompass four metropolitan areas, minimizing
         the risk to changes in economic conditions in the communities housing
         the Company's 14 branch locations. Management has worked to expand the
         lending market of COMMUNITY into the Lancaster, Ohio area which
         provided an increase of installment loans of $4,776,000 from December
         31, 1998. As a result of the expansion of the lending market, the
         installment loan portfolio increased 6.2% since December 31, 1998.

                  Commercial and commercial real estate loans comprised 40.2% of
         total loans at June 30, 1999 compared to 40.9% at December 31, 1998.
         During 1999, we have experienced prepayment on commercial loans as
         commercial borrowers continue to be price sensitive in this area of
         lending. The Company has originated and bought participations in loans
         from other banks for out-of-area commercial and commercial real estate
         loans to benefit from consistent economic growth outside the area. The
         majority of these loans are secured by real estate holdings comprised
         of hotels, motels and churches located in various geographic locations,
         including Columbus and the Akron-Canton, Ohio metropolitan areas.
         Out-of-area loans at June 30, 1999 were 9.4% of total loans and 23.4%
         of total commercial and commercial real estate loans compared to 11.6%
         and 28.4% at year-end 1998.
                  Real estate loans were 29.5% of total loans at June 30, 1999
         compared to 30.1% at year-end 1998. As indicated above, the Banks'
         involvement in the secondary market program should yield increases in
         loan origination volume. It is anticipated that borrower preferences
         will favor the secondary market product offerings with a decline
         expected in real estate loans held within the loan portfolio.

                  The allowance for loan losses represents the amount which
         management and the Board of Directors estimates is adequate to provide
         for probable losses inherent in the loan portfolio. The allowance
         balance and the annual provision charged to expense are reviewed by
         management monthly and the Board of Directors quarterly using a risk
         code model that considers borrowers past due experience, economic
         conditions and various other circumstances that are subject to change
         over time. Management believes the current balance of the allowance for
         loan losses is

                                                                              16
<PAGE>   17

                              UNITED BANCORP, INC.
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS

         adequate to absorb probable losses associated with the loan portfolio.
         Net charge-offs for the six months ended June 30, 1999 were
         approximately $501,000, or 16.5%, of the beginning allowance for loan
         losses compared to $534,000, or 17.6%, of the beginning balance for
         loan losses for the six months ended June 30, 1998.

         EARNING ASSETS - SECURITIES AND FEDERAL FUNDS SOLD
                  The securities portfolio is comprised of U.S. Treasury notes
         and other U.S. Government agency-backed securities, tax-exempt
         obligations of states and political subdivisions and certain other
         investments. The Company does not hold any collateralized
         mortgage-backed securities, other than those issued by U.S. government
         agencies, or derivative securities. The quality rating of obligations
         of state and political subdivisions within Ohio is no less than Aaa, Aa
         or A, with all out-of-state bonds rated at AAA. Board policy permits
         the purchase of certain non-rated bonds of local schools, townships and
         municipalities, based on their known levels of credit risk. Securities
         available for sale at June 30, 1999 increased approximately $16.7
         million, or 22.0% from year-end 1998 totals. The overall upward
         movement resulted primarily from purchases with funds that were
         available from loan payoffs and utilization of amounts previously in
         federal funds sold. Securities held to maturity decreased $13.1
         million, or 59.6% at June 30, 1999 compared to year-end 1998 totals.
         Management elected to reclassify $16.0 million of securities held to
         maturity to available for sale upon adoption of SFAS No. 133.

                  Short-term federal funds sold are used to manage interest rate
         sensitivity and to meet liquidity needs of the Company. At June 30,
         1999, federal funds sold totaled $1,350,000 compared to $5,170,000 at
         year-end 1998.


         SOURCES OF FUNDS - DEPOSITS
                  The Company's primary source of funds is core deposits from
         retail and business customers. These core deposits include all
         categories of interest-bearing and noninterest-bearing deposits,
         excluding certificates of deposit greater than $100,000. For the period
         ended June 30, 1999, total core deposits increased approximately
         $3,113,000 primarily from an increase of savings and time deposits
         under $100,000 of $4.9 million and $2.4 million, respectively. This was
         partly offset by decreases in interest bearing demand deposits of $1.5
         million and noninterest bearing demand deposits of $2.6 million. The
         Company has a strong deposit base from public agencies, including local
         school districts, city and township municipalities, public works
         facilities and others that may tend to be more seasonal in nature
         resulting from the receipt and disbursement of state and federal
         grants. These entities have maintained fairly static balances with the
         Company due to various funding and disbursement timeframes.

                  Certificates of deposit greater than $100,000 are not
         considered part of core deposits and as such are used to balance rate
         sensitivity as a tool of funds management. At June 30, 1999,
         certificates of deposit greater than $100,000 decreased approximately
         $3.9 million, or 17.6% from year-end 1998 totals.

                                                                              17
<PAGE>   18

                              UNITED BANCORP, INC.
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS

         SOURCES OF FUNDS - SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE AND
         OTHER BORROWINGS
                  Other interest-bearing liabilities include securities sold
         under agreements to repurchase, sweep accounts, federal funds
         purchased, Treasury, Tax & Loan notes payable and Federal Home Loan
         Bank ("FHLB") advances. In the first six months of 1999, the Company
         continued to utilize the FHLB programs to manage interest rate risk and
         liquidity positions. The majority of the Company's repurchase agreement
         are with local school districts, city and county government.

         RESULTS OF OPERATIONS

         NET INCOME
                  Basic earnings per share for the six months ended June 30,
         1999 was $0.54, compared with $0.49 for the six months ended June 30,
         1998. On an annualized basis, Return on Average Assets (ROA) was 1.05%
         and Return on Average Equity (ROE) was 11.26% compared to ROA of 1.01%
         and ROE of 10.20% for the six months ended June 30, 1998.

         NET INTEREST INCOME
                  Net interest income, by definition, is the difference between
         interest income generated on interest-earning assets and the interest
         expense incurred on interest-bearing liabilities. Various factors
         contribute to changes in net interest income, including volumes,
         interest rates and the composition or mix of interest-earning assets in
         relation to interest-bearing liabilities. Net interest income increased
         1.7% for the six months ended June 30, 1999 compared to the same period
         in 1998.

                  Total interest income for the six months ended June 30, 1999,
         when compared to the same six months period ended June 30, 1998,
         decreased 0.4%. The Company has experienced increased competition in
         the lending area and expects this trend to continue. The cause for the
         decline in total interest income is a result a decrease in loan
         interest income of $780,000, when compared to the same six months
         period ended June 30, 1998.

                  Total interest expense for the six months ended June 30, 1999
         when compared to the same six months period ended June 30, 1998,
         decreased 2.8%. Overall, the Company has seen some downward pressures
         to cost of funds. This decrease in interest expense was primarily the
         result of lower rates on demand and savings accounts.

         PROVISION FOR LOAN LOSSES
                  The provision for loan losses is an operating expense recorded
         to maintain the related balance sheet allowance for loan losses at an
         amount considered adequate to cover losses that may occur in the normal
         course of lending.

                  The total provision for loan losses was $403,000 for the six
         months ended June 30, 1999 compared to $548,000 the same period in
         1998. The provision decreased due to strengthened underwriting
         standards, especially in unsecured installment area. Please refer to
         the previous discussion of the allowance for loan losses under Earnings
         Assets.

                                                                              18
<PAGE>   19

                              UNITED BANCORP, INC.
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS

         NONINTEREST INCOME
                  Total noninterest income is made up of bank related fees and
         service charges, as well as other income producing services provided,
         sale of secondary market loans, ATM income, early redemption penalties
         for certificates of deposits, safe deposit rental income and other
         miscellaneous items. Noninterest income for the six months ended June
         30, 1999 was $685,000 compared to $699,000 for the same six months
         periods ended June 30, 1998. For the six months ended June 30, 1999
         compared to the same period in 1998, noninterest income decreased
         approximately 2.0%

                  During the third quarter of 1998 we introduced a cash
         management product that will give both our retail and corporate
         customers the ability to transfer funds remotely via the phone or by
         their personal computer. This product is in the early stage of
         implementation and should provide another reliable source of
         noninterest income.


         NONINTEREST EXPENSE
                  Noninterest expense for the six months ended June 30, 1999
         increased 1.3% over the six months ended June 30, 1998. Non-recurring
         costs of approximately $150,000 were incurred during the first six
         months of 1999 related to CITIZENS Jewett branch purchase, CITIZENS
         opening of a full service brokerage operations and COMMUNITY's opening
         of a Loan Production in Lancaster, Ohio.

         CAPITAL RESOURCES
                  Internal capital growth, through the retention of earnings, is
         the primary means of maintaining capital adequacy for the Company.
         Shareholders' equity at June 30, 1999 was $25,803,000 compared to
         $27,321,000 at December 31, 1998, a 5.6% decrease. Total shareholders'
         equity in relation to total assets was 9.0% at June 30, 1999 and 9.6%
         at December 31, 1998.

                  The Company established a Dividend Reinvestment Plan ("The
         Plan") for shareholders under which the Company's common stock will be
         purchased by the Plan for participants with automatically reinvested
         dividends. The Plan does not represent a change in the Company's
         dividend policy or a guarantee of future dividends.

                  Shareholders who do not wish to participate in the Plan
         continue to receive cash dividends, as declared in the usual and
         customary manner. The Company has approved the issuance of 150,000
         authorized and unissued shares of the Company's common stock for
         purchase under The Plan. To date, all shares purchased by the Plan
         except for 797 shares purchased on October 21, 1996 have been purchased
         on the open market. The Company and Banks are subject to regulatory
         capital requirements administered by federal banking agencies. Capital
         adequacy guidelines and prompt corrective action regulations involve
         quantitative measures of assets, liabilities and certain off-balance
         sheet items calculated under regulatory accounting practices. Capital
         amounts and classifications are also subject to qualitative judgments
         by regulators about components, risk weightings and other factors and
         the regulators can lower


                                                                              19
<PAGE>   20

                              UNITED BANCORP, INC.
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS

         classifications in certain cases. Failure to meet various capital
         requirements can initiate regulatory action that could have a direct
         material effect on the Banks' operations.

                  The prompt corrective action regulations provide five
         classifications, including well capitalized, adequately capitalized,
         undercapitalized, significantly undercapitalized and critically
         undercapitalized, although these terms are not used to represent
         overall financial condition. If adequately capitalized, regulatory
         approval is required to accept brokered deposits. If undercapitalized,
         capital distributions are limited, as is asset growth and expansion and
         plans for capital restoration are required. The minimum requirements
         are:

<TABLE>
<CAPTION>
                                        TOTAL              TIER 1           TIER 1
                                      CAPITAL TO         CAPITAL TO       CAPITAL TO
                                    RISK-WEIGHTED      RISK-WEIGHTED        AVERAGE
                                        ASSETS             ASSETS           ASSETS
                                   --------------      -------------      ----------
<S>                                <C>                 <C>                <C>
Well capitalized                            10.00%              6.00%           5.00%
Adequately capitalized                       8.00%              4.00%           4.00%
Undercapitalized                             6.00%              3.00%           3.00%
</TABLE>


                  The following table illustrates the Company's risk-weighted
         capital ratios at June 30, 1999:

<TABLE>
<CAPTION>
                                                                  JUNE 30,
                      (IN THOUSANDS)                                1999
                                                                  --------
<S>                                                               <C>
Tier 1 capital                                                    $ 28,051
Total risk-based capital                                          $ 30,288
Risk-weighted assets                                              $178,282
Average total assets                                              $282,163

Tier 1 capital to average assets                                      9.94%
Tier 1 risk-based capital ratio                                      15.73%
Total  risk-based capital ratio                                      16.99%
</TABLE>


                                                                              20
<PAGE>   21
                              UNITED BANCORP, INC.
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS


         LIQUIDITY
                  Management's objective in managing liquidity is maintaining
         the ability to continue to meeting the cash flow needs of its
         customers, such as borrowings or deposit withdrawals, as well as its
         own financial commitments. The principal sources of liquidity are net
         income, loan payments, maturing securities and sales of securities
         available for sale, federal funds sold and cash and deposits with
         banks. Along with its liquid assets, the Company has additional sources
         of liquidity available to ensure that adequate funds are available as
         needed. These include, but are not limited to, the purchase of federal
         funds, the ability to borrow funds under line of credit agreements with
         correspondent banks and a borrowing agreement with the Federal Home
         Loan Bank of Cincinnati, Ohio and the adjustment of interest rates to
         obtain depositors. Management feels that it has the capital adequacy,
         profitability and reputation to meet the current and projected needs of
         its customers.

                  For the six months ended June 30, 1999, the adjustments to
         reconcile net income to net cash from operating activities consisted
         mainly of depreciation and amortization of premises and equipment and
         intangibles, the provision for loan losses, net amortization of
         securities and net changes in other assets and liabilities. The net
         decrease in cash and cash equivalents of $7,193,000 was primarily the
         result of a net purchase of investment securities of $7,107,000 and
         increase in loans of $3,467,000, partially off-set by net cash provided
         in financing activities of $2,971,000 related primarily to an increase
         in other borrowed funds and deposits. For a more detailed illustration
         of sources and uses of cash, refer to the condensed consolidated
         statements of cash flows.

         INFLATION
                  Substantially all of the Company's assets and liabilities
         relate to banking activities and are monetary in nature. The
         consolidated financial statements and related financial data are
         presented in accordance with Generally Accepted Accounting Principles
         (GAAP). GAAP currently requires the Company to measure the financial
         position and results of operations in terms of historical dollars, with
         the exception of securities available for sale, impaired loans and
         other real estate loans which are measured at fair value. Changes in
         the value of money due to rising inflation can cause purchasing power
         loss.

                  Management's opinion is that movements in interest rates
         affects the financial condition and results of operations to a greater
         degree than changes in the rate of inflation. It should be noted that
         interest rates and inflation do effect each other, but do not always
         move in correlation with each other. The Company's ability to match the
         interest sensitivity of its financial assets to the interest
         sensitivity of its liabilities in its asset/liability management may
         tend to minimize the effect of changes in interest rates on the
         Company's performance.

                                                                              21
<PAGE>   22
                              UNITED BANCORP, INC.
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS


YEAR 2000

         In April, 1997, United Bancorp (the "Company") management began its
         commitment for evaluating the Year 2000 (Y2K) impact on its internal
         and external Information Systems (IS). Understanding the problem was
         the first approach management took in its evaluation.

         The assessment stage began by conducting extensive inventories of all
         systems within the Company. All systems were then assigned priorities
         from 1-9 where 1 represented the most significant systems for testing
         and evaluation. A priority 9 represented the least critical systems.
         The following were major factors contributing to the assignment of the
         priorities.

               -    Ascertain which systems constitute a material Y2K risk to
                    our customers.

               -    How quickly and effectively can a contingency plan be
                    implemented if systems fail?

               -    What is the potential impact to the Company's liquidity if
                    systems fail?

         Some Priority 1 systems were also labeled as "mission critical," and
         are summarized below. Although other Priority 1 systems are also
         important to the Company, they are not deemed to be critical to the
         Company's operation.

               -    BancTec Banker 80-II

               -    Bisys/Document Solutions POD/Power Proof

               -    Fedline

               -    Personal Computers and Operating Systems


         BancTec Banker 80-II

         Banker 80-II is the core account processing software used by the
         Company for processing and recording customer deposit and loan accounts
         and transactions as well as the Company's General Ledger. Banker 80-II
         produces information critical to the proper operation of the Company
         and its affiliates and serves as the database for virtually all
         financial and regulatory reporting. Banker 80-II is leased from and
         maintained by BancTec, Inc. and is utilized by more than 400 community
         banks nationwide.

         Banker 80-II Y2K compliant software release was tested by BancTec in
         March, 1998 and released to the financial institution user base in May,
         1998. The Company installed this Y2K compliant release in September,
         1998. Since every Banker 80-II bank may be different, individual bank
         testing had to be done; however, "Proxy" testing could occur within an
         organization which used the same hardware and software. Therefore, the
         Company's lead bank, The Citizens Savings Bank, was identified as the
         base used for testing. Y2K Committee members of The Citizens Savings
         Bank then developed test scripts and established a baseline test date
         of December 16, 1998. Due to the "mission critical" nature of Banker
         80-II, it was determined that testing of all FFIEC critical dates was
         necessary. Testing occured during January, 1999 within our own
         production system on a "like" but separate database using a third-party
         software package for advancing dates. The test revealed no significant
         deficiencies in Banker 80-II's ability to properly process and record
         transactions and reports beyond the year 2000. To summarize, testing
         produced "Satisfactory" results.

                                                                              22
<PAGE>   23
                              UNITED BANCORP, INC.
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS

         Results from the testing phase were made available to the affiliate
         banks who then performed their "Proxy" testing, and concurred with the
         findings of The Citizens Savings Bank.

         Fedline

         Fedline is the operating system software utilized to process
         transactions and communicate with the Federal Reserve Bank. The most
         significant transactions processed with the Federal Reserve are wire
         transfers, ACH, savings bonds, and cash ordering. The Federal Reserve
         has developed a comprehensive testing schedule that allows banks to
         operate in a "test" mode during certain times and dates. The Company
         has completed the testing of Fedline and all testing has produced
         "Satisfactory" results.

         Bisys/Document Solutions

         The Company's Item Processing system uses software developed by
         Bisys/Document Solutions (DSI) that utilizes NCR equipment to create
         images of internal and external transactions accepted by bank
         personnel. The equipment separates the items into unique categories;
         such as, checks and deposits, savings, and loans. The software is then
         used to balance each transaction allowing checks drawn on other banks
         to be magnetically encoded by the equipment at a later time.

         The Company's software and equipment has been certified for Y2K
         compliance by the vendors of their particular systems.

         Personal Computers and Operating Systems

         All personal computers were tested using a third-party software package
         designed specifically for Y2K testing. The PC's found to be
         non-compliant were either taken out of production and replaced or
         utilized where the application software was not date sensitive.

         Standardization is essential with the way technology has grown;
         therefore, all personal computers with date sensitive applications have
         been standardized with the core operating system Windows95/98, which
         contains only minor and insignificant Y2K issues.

         Other IS Systems

         The following list identifies software the Company feels required some
         level of Y2K testing or verification. Procedures included written
         verification with vendors, review of vendor testing plans, methodology
         and results and, where deemed necessary, operating the software in a
         year 2000 testing mode. No notable Y2K issues were apparent, with
         overall results "Satisfactory."

-        Advantage - Payroll processing

-        Banker  Systems,  Inc.  Loan  Processor  Laser - Utilized for loan
         document preparation

-        Best Software FAS!Encore - Fixed Asset accounting

-        First Tennessee - Portfolio Accounting Services

-        Intuit Quickbooks - Accounts Payable software

-        Lotus 1-2-3/Microsoft Excel - Spreadsheet applications

-        Lotus Amipro/Microsoft Word - Word processing software

-        Midwest Payment Systems (MPS)

-        ATM and check card processor

-        Money Access Service (MAC) - ATM and check card processor


                                                                              23
<PAGE>   24
                              UNITED BANCORP, INC.
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS

         Other Operating Systems

         The Company has evaluated other operating system, including HVAC and
         security, and considers all to be Y2K compliant. Whereas, some systems
         are computerized, most are mechanical and Y2K is not an issue. Y2K
         compliance statements have been recorded on those systems containing
         computerized chips. American Electric Power serves as the electric
         company for the Company's Operation's Center and experiences periodic
         power outages. In the event of a power outage, the Operations Center is
         having a Natural Gas backup generator installed and thoroughly tested
         prior to year-end. This is being done to back-up all future power
         outages. A Communications giant TCI services telecommunications;
         however, aside from obtaining documentation regarding their Y2K
         compliance, testing by the Company is virtually impossible.

         Customer Y2K Evaluation

         Management of each affiliate completed a review of all customers with
         aggregate loans exceeding designated amounts to assess whether any
         customer had a significant risk to a Y2K related failure which would
         significantly impact their business, and alter their ability to repay
         their loans. Management's procedures included a review of the
         customers' most recent loan grading, review of collateral and, in most
         cases, completion of a detailed Y2K questionnaire which was reviewed
         directly with the borrower. Based on this information, Management
         assigned an overall Y2K risk grade. In the aggregate, the Company rated
         its overall risk due to potential customer Y2K issues as low.
         Individual borrowers will continue to be monitored as new loan requests
         or line of credit renewals are considered for approval by loan
         committee. Similarly deposit customers, who qualify by virtue of size
         or risk, were also contacted in order to have them think about the
         problem and to develop an awareness of their status.

         Current "Worst Case" Scenario

         The Company is confident that its internal systems will not be
         significantly impacted by Y2K. However, the Company does anticipate
         that some problems may occur with customer systems, and with our
         suppliers and customers. There is some potential for slower collection
         of payments that may result in increases in past dues and decreases in
         depository balances. The Company will maintain higher levels of
         liquidity in the final quarter of 1999 and continuing into the year
         2000 to offset this risk. No material Y2K related issues by foreign
         nations or companies have been identified.

         Year 2000 Costs

         Management anticipates the external costs associated with preparing for
         the Year 2000 to be approximately $50,000. The company has spent
         approximately $25,000 of these costs and anticipates to incur the
         remaining costs during the second half of the year.

         REGULATORY MATTERS
         The Company is subject to the regulatory requirements of The Federal
         Reserve System as a multi-bank holding company. The affiliate banks are
         subject to regulations of the Federal Deposit Insurance Corporation
         (FDIC) and the State of Ohio, Division of Financial Institutions.

                                                                              24
<PAGE>   25
                              UNITED BANCORP, INC.
           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS

         ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

                  The principal market risk affecting the Company is interest
         rate risk. The Banks do not maintain a trading account for any class of
         financial instrument and the Company is not affected by foreign
         currency exchange rate risk or commodity price risk. Because the Banks
         do not hold any equity securities other than stock in the Federal Home
         Loan Bank of Cincinnati, which is not significant, the Company is not
         subject to equity price risk.

                  The Company and its Banks, like other financial institutions,
         are subject to interest rate risk to the extent that its
         interest-earning assets reprice differently than its interest-bearing
         liabilities. One of the principal financial objectives is to achieve
         long-term profitability while reducing its exposure to fluctuations in
         interest rates. The Company has sought to reduce exposure of its
         earnings to changes in market interest rates by managing assets and
         liability maturities and interest rates primarily by originating
         variable-rate lending products, or if issued with a fixed interest
         rate, as is the case with the indirect automobile portfolio, the term
         is rather short in duration. Both the variable interests rates inherent
         in the commercial, commercial real estate and real estate loan
         portfolios, and the short duration loan products, mitigate the
         Company's exposure to dramatic interest rate movements.

                  The Company's securities are all fixed rate and are weighted
         more heavily towards available for sale which accounts for 91% of the
         portfolio compared to the 9% for held to maturity securities. The
         Company primarily invests in US Treasury and Agency obligations and
         State and Municipal obligations and has a modest amount invested in
         mortgage-backed securities. Due to total securities approximating 35%
         of total assets and a significant portion of its loan portfolio
         consisting of fixed rate loans, the Company is particularly sensitive
         to periods of rising interest rates. In such periods, the Company's net
         interest spread is negatively affected because the interest rate paid
         on deposits increases faster than the rates earned on loans. Management
         is continuing to originate variable rate mortgage loans as the primary
         means to manage this risk. In addition, the Company also originates
         consumer and commercial loans, which make up a significant percentage
         of the overall loan portfolio. Consumer loans typically have a
         significantly shorter weighted-average maturity and offer less exposure
         to interest rate risks while commercial loans generally carry variable
         interest rates.

                  Management measures the Company's interest rate risk by
         computing estimated changes in net interest income and the net
         portfolio value ("NPV") of its cash flows from assets, liabilities and
         off-balance sheet items in the event of a range of assumed changes in
         market interest rates. Presented in the Company's 1998 Annual Report as
         of December 31, 1998, is an analysis of the Company's interest rate
         risk as measured by changes in NPV for instantaneous and sustained
         parallel shifts of 50 basis points in market interest rates. Management
         believes that no events have occurred since December 31, 1998 which
         would significantly change the Company's NPV at June 30, 1999 under
         each assumed shifts of 50 basis points in market interest rates.

                  The Company's NPV is more sensitive to increasing rates than
         decreasing rates. Such difference in sensitivity occurs principally
         because, as rates rise, the effect is offset on a short-term basis by
         the rather fixed nature of our consumer loans. This occurs even though
         the commercial, commercial real estate and real estate portfolios are
         comprised of variable rate products. Also in a rising rate environment
         consumers tend not to prepay fixed rate loans as quickly as they would
         have had rates not changed

                                                                              25
<PAGE>   26
                                 UNITED BANCORP, INC.
             MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                              AND RESULTS OF OPERATIONS

         dramatically. Moreover, the interest the Company pays on its deposits
         would increase because deposits generally have shorter periods to
         reprice.

                  Certain shortcomings are inherent in the NPV method of
         analysis. Certain assets such as adjustable-rate loans have features
         that restrict changes in interest rates on a short-term basis and over
         the life of the asset. In addition, the proportion of adjustable-rate
         loans in the Company's portfolio could decrease in future periods if
         market interest rates remain at or decrease below current levels due to
         refinancing activity. Further, in the event of a change in interest
         rates, prepayment and early withdrawal levels would likely deviate from
         those assumed in the analysis. Finally, the ability of many borrowers
         to repay their adjustable-rate debt may decrease in the case of an
         increase in interest rates.


















                                                                              26
<PAGE>   27
                              UNITED BANCORP, INC.
                                OTHER INFORMATION
                                    FORM 10-Q

    PART II - OTHER INFORMATION

    ITEM 1.        LEGAL PROCEEDINGS

                   Not applicable.

    ITEM 2.        CHANGES IN SECURITIES AND USE OF PROCEEDS

                   Not applicable.

    ITEM 3.        DEFAULTS UPON SENIOR SECURITIES

                   Not applicable.

    ITEM 4.        SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

                   The following matters were submitted to a vote of security
                   holders at the Annual Meeting of Shareholders on April 21,
                   1999.

                   Dispense with the reading of the minutes of the last
                   shareholders meeting held April 15, 1998.
                   Roll Call:   Ayes 2,097,930    Nays 7,470    Abstaining 4,870

                   Compensation for outside Directors to be set at $5,000 per
                   year as retainer and $400 per meeting attended.
                   Roll Call:   Ayes 2,097,930    Nays 7,470    Abstaining 4,870

                   Number of Directors to be set at ten for the ensuing year.
                   Roll Call:   Ayes 2,097,930    Nays 7,470    Abstaining 4,870

                   Election of the Directors for the class of 2002 to include
                   the following:

<TABLE>
<CAPTION>
<S>                <C>                   <C>               <C>       <C>
                   Michael J. Arciello   Ayes 2,105,194    Nays 0    Abstaining 5,076
                   John H. Clark, Jr.    Ayes 2,105,194    Nays 0    Abstaining 5,076
                   Dr. Leon F. Favede    Ayes 2,105,194    Nays 0    Abstaining 5,076
                   L.E. Richardson, Jr.  Ayes 2,101,844    Nays 0    Abstaining 8,426
</TABLE>

                   Crowe, Chizek, and Company LLP, Independent Certified Public
                   Accountants to continue to serve as the Company's external
                   audit firm for the fiscal year 1999.
                   Roll Call:   Ayes 1,639,260    Nays 7,297    Abstaining 3,470


    ITEM 5.        OTHER INFORMATION
                   Not applicable.

    ITEM 6.        EXHIBITS AND REPORTS ON FORM
                   (a)   Exhibits
                   (b)   Reports on Form

                           The Company filed no Form with the Securities
                           Exchange Commission during the quarter ending June
                           30, 1999.

                                                                              27
<PAGE>   28
                              UNITED BANCORP, INC.
                                OTHER INFORMATION
                                    FORM 10-Q


         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.









            August 2, 1999                    By:   /s/ James W. Everson
         ---------------------------              ------------------------------
            Date                                       James W. Everson
                                                       Chairman, President &
                                                       Chief Executive Officer






            August 2, 1999                    By:   /s/ Randall M. Greenwood
         ---------------------------              ------------------------------
            Date                                       Randall M. Greenwood
                                                       Chief Financial Officer




                                                                              28
<PAGE>   29


                                 Exhibit Index
                                 -------------

         Exhibit No.           Description
         -----------           -----------
                27             Financial Data Schedule