<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      MARCH 31, 2000

[ ]  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 incorporation            (IRS Employer
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 2,942,885 SHARES AS OF MAY 5, 2000
        ----------------------------------------------------------------

<PAGE>   2


                              UNITED BANCORP, INC.
                                TABLE OF CONTENTS
                                    FORM 10-Q

<TABLE>
<S>                                                                                                              <C>
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 - 12

   ITEM 2. Management's Discussion and Analysis of Financial Condition
     and Results of Operations...................................................................................13 - 20

   ITEM 3. Quantitative and Qualitative Disclosures About Market Risk............................................21 - 22


PART II  OTHER INFORMATION

   ITEM 1.
     Legal Proceedings................................................................................................23

   ITEM 2.
     Changes in Securities and Use of Proceeds........................................................................23

   ITEM 3.
     Default Upon Senior Securities...................................................................................23

   ITEM 4.
     Submission of Matters to a Vote of Security Holders..............................................................23

   ITEM 5.
     Other Information................................................................................................23

   ITEM 6.
     Exhibits and Reports on Form 8-K.................................................................................23

   SIGNATURES.........................................................................................................24

</TABLE>

                                                                               2

<PAGE>   3

                              UNITED BANCORP, INC.
                     CONDENSED CONSOLIDATED BALANCE SHEETS
                                  (UNAUDITED)

PART I  FINANCIAL INFORMATION

        ITEM 1. FINANCIAL STATEMENTS

(IN THOUSANDS)
<TABLE>
<CAPTION>
                                                                                           MARCH 31,         DECEMBER 31,
                                                                                             2000               1999
                                                                                         ------------        ------------
<S>                                                                                      <C>                 <C>
ASSETS
Cash and due from banks                                                                  $   8,235           $  11,097
Federal funds sold                                                                               -                 780
                                                                                         ------------        ------------
  Total cash and cash equivalents                                                            8,235              11,877
Securities available for sale                                                               85,477              85,362
Securities held to maturity
(Estimated fair value of $9,557 at 03/31/00 and $9,566 at 12/31/99)                          9,796               9,794
Loans receivable
  Commercial loans                                                                          19,054              15,463
  Commercial real estate loans                                                              59,533              60,305
  Real estate loans                                                                         51,907              51,357
  Installment loans                                                                         54,024              53,391
                                                                                         ------------        ------------
    Total loans receivable                                                                 184,518             180,516
Allowance for loan losses                                                                   (3,020)             (3,110)
                                                                                         ------------        ------------
    Net loans receivable                                                                   181,498             177,406
Premises and equipment, net                                                                  9,497               9,009
Accrued interest receivable and other assets                                                 5,655               5,316
                                                                                         ------------        ------------
  Total Assets                                                                           $ 300,158           $ 298,764
                                                                                         ============        ============

LIABILITIES
Demand deposits
  Noninterest bearing                                                                    $  20,343           $  19,858
  Interest bearing                                                                          38,499              37,781
Savings deposits                                                                            54,483              56,245
Time deposits - under $100,000                                                             114,557              98,326
Time deposits - $100,000 and over                                                           23,701              23,330
                                                                                         ------------        ------------
    Total deposits                                                                         251,583             235,540
Securities sold under agreements to repurchase                                               6,117               5,788
Other borrowed funds                                                                        15,530              30,599
Accrued expenses and other liabilities                                                       1,233               1,539
                                                                                         ------------        ------------
    Total Liabilities                                                                      274,463             273,466

SHAREHOLDERS' EQUITY
Common stock - $1 Par Value: 10,000,000 shares authorized;
  2,942,885  issued and outstanding                                                          2,943               2,943
Additional paid in capital                                                                  20,011              19,660
Deferred compensation plan                                                                    (351)                  -
Retained earnings                                                                            6,736               6,543
Accumulated other comprehensive income, net of tax                                          (3,644)             (3,848)
                                                                                         ------------        ------------
  Total Shareholders' Equity                                                                25,695              25,298
                                                                                         ------------        ------------

  Total Liabilities and Shareholders' Equity                                             $ 300,158           $ 298,764
                                                                                         ============        ============

</TABLE>


       See accompanying notes to the consolidated financial statements

                                                                               3


<PAGE>   4


                              UNITED BANCORP, INC.
                   CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                                   (UNAUDITED)

(IN THOUSANDS-EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
                                                                         THREE MONTHS ENDED
                                                                             MARCH 31,
                                                                       2000              1999
                                                                     --------         --------
<S>                                                                  <C>              <C>
Interest and dividend income
  Loans, including fees                                              $  4,007         $  3,611
  Taxable securities                                                    1,238            1,232
  Non-taxable securities                                                  264              319
  Other interest and dividend income                                       84               69
                                                                     --------         --------
      Total interest and dividend income                                5,593            5,231

Interest expense
  Deposits
    Demand                                                                226              217
    Savings                                                               279              378
    Time                                                                1,824            1,484
  Other borrowings                                                        423              292
                                                                     --------         --------
      Total interest expense                                            2,752            2,371

NET INTEREST INCOME                                                     2,841            2,860

Provision for loan losses                                                 116              198
                                                                     --------         --------

NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES                     2,725            2,662

Non-interest income
  Service charges on deposit accounts                                     173              174
  Other income                                                            152              205
                                                                     --------         --------
      Total non-interest income                                           325              379
Non-interest expense
  Salaries and employee benefits                                        1,132              979
  Occupancy                                                               349              306
  Other expenses                                                          809              682
                                                                     --------         --------
      Total non-interest expense                                        2,290            1,967

INCOME BEFORE INCOME TAXES                                                760            1,074
  Income tax expense                                                      184              244
                                                                     --------         --------

NET INCOME                                                           $    576         $    830
                                                                     ========         ========

Earnings per common share - Basic                                    $   0.20         $   0.28
Earnings per common share - Diluted                                  $   0.20         $   0.28
Dividends per common share                                           $   0.13         $   0.12

</TABLE>

        See accompanying notes to the consolidated financial statements

                                                                               4

<PAGE>   5


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


(IN THOUSANDS)

<TABLE>
<CAPTION>
                                                                                                              ACCUMULATED
                                                              ADDITIONAL   DEFERRED                           OTHER
                                                      COMMON    PAID IN  COMPENSATION  RETAINED COMPREHENSIVE COMPREHENSIVE
                                                      STOCK     CAPITAL     PLAN       EARNINGS    INCOME     INCOME         TOTAL
                                                      -----     -------     ----       --------    ------     ------         -----
<S>                                                  <C>      <C>        <C>           <C>      <C>           <C>           <C>
BALANCE AT JANUARY 1, 1999                           $ 2,800    $ 17,801    $   -      $6,840                 $  (120)      $27,321
  Net income                                                                              830       $ 830                       830
  Proceeds and tax benefit from
    exercise of stock options                              3          22                                                         25
  Other comprehensive income (loss), net of tax:
        Net change in unrealized gain/(loss) on
           securities available for sale                                                             (809)       (809)         (809)
  Comprehensive income (loss)                                                                       $  21
                                                                                                    =====
  Cash dividends - $0.12 per share                                              -        (363)                                 (363)
                                                     -------    --------    -----      ------                 -------       -------
BALANCE AT MARCH 31, 1999                            $ 2,803    $ 17,823    $   -      $7,307                 $  (929)      $27,004
                                                     =======    ========    =====      ======                 =======       =======

BALANCE AT JANUARY 1, 2000                           $ 2,943    $ 19,660    $   -      $6,543                 $(3,848)      $25,298
  Net income                                                                              576       $ 576                       576
  Proceeds and tax benefit from
    exercise of stock options                              -           -                                                          -
  Other comprehensive income (loss), net of tax:
        Net change in unrealized gain/(loss) on
         securities available for sale                                                                204         204           204
                                                                                                    -----
       Comprehensive income                                                                         $ 780
                                                                                                    =====
  Recognition of shares held by deferred
    compensation plan.                                               351     (351)
  Cash dividends - $0.13 per share                                                       (383)                                 (383)
                                                     -------    --------    -----      ------                 -------       -------
BALANCE AT MARCH 31, 2000                            $ 2,943    $ 20,011    $(351)     $6,736                 $(3,644)      $25,695
                                                     =======    ========    =====      ======                 =======       =======
</TABLE>


        See accompanying notes to the consolidated financial statements

                                                                               5


<PAGE>   6


                              UNITED BANCORP, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)


(IN THOUSANDS)
<TABLE>
<CAPTION>
                                                                                               THREE MONTHS ENDED
                                                                                                    MARCH 31,
                                                                                             2000             1999
                                                                                          -------------------------
<S>                                                                                       <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income                                                                                $   576            $   830
Adjustments to reconcile net income to net cash
    from operating activities
     Depreciation and amortization                                                            210                185
     Provision for loan losses                                                                116                198
     Deferred taxes                                                                           (17)              (262)
     Federal Home Loan Bank stock dividend                                                    (23)               (15)
     Gain on sale/call of securities                                                          (20)                 -
     (Accretion)/amortization of securities, net                                                3                  9
     Gain on sale of loans                                                                     (2)               (35)
     Amortization of mortgage servicing rights                                                 12                  8
     Gain/loss on sale of assets                                                                -                  1
     Net changes in accrued interest receivable and other assets                             (448)              (517)
     Net changes in accrued expenses and other liabilities                                   (308)              (216)
                                                                                          -------            -------
     Net cash from operating activities                                                        99                186

CASH FLOWS FROM INVESTING ACTIVITIES
Securities available for sale
  Proceeds from sales                                                                          17                  -
  Proceeds from maturities/calls                                                              217              6,315
  Purchases                                                                                     -            (17,091)
Securities held to maturity
  Proceeds from maturities/calls                                                                -                  -
  Purchases                                                                                     -             (1,282)
Net change in loans                                                                        (4,207)             2,785
Net purchases of premises and equipment                                                      (688)              (343)
Proceeds from sale of assets                                                                    -                 95
                                                                                          -------            -------
     Net cash from investing activities                                                    (4,661)            (9,521)

CASH FLOWS FROM FINANCING ACTIVITIES
Net change in deposits                                                                     16,043             (8,425)
Cash and cash equivalents received from deposit assumption,
   net of asset acquired                                                                        -             10,163
Net change in short-term borrowings                                                       (14,577)            (1,422)
Proceeds from long-term debt                                                                    -              2,500
Principal payments on long-term debt                                                         (163)              (544)
Proceeds from exercise of stock options                                                         -                 25
Cash dividends paid                                                                          (383)              (363)
                                                                                          -------            -------
     Net cash from financing activities                                                       920              1,934
                                                                                          -------            -------

Net change in cash and cash equivalents                                                    (3,642)            (7,401)

Cash and cash equivalents at beginning of year                                             11,877             16,492
                                                                                          -------            -------

Cash and cash equivalents at end of period                                                $ 8,235            $ 9,091
                                                                                          =======            =======

 Interest paid                                                                            $ 2,715            $ 2,416
 Income taxes paid                                                                            179                152

</TABLE>


See accompanying notes to the consolidated financial statements


                                                                               6

<PAGE>   7


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


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 March 31, 2000, 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, 1999 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 1999 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 through its main office in Lancaster and four branches in
     Lancaster, Glouster, Nelsonville and Amesville, Ohio. All of the Company's
     banking operations are considered by Management to be aggregated in one
     reportable operating segment.

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


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 dividends distributed in 1999 and 1998 and the
     10% stock dividend distributed in 1997.

     EARNINGS AND DIVIDENDS PER SHARE:
          Basic earnings per common share ("EPS") is net income divided by the
     weighted-average number of shares outstanding during the period. Diluted
     EPS includes the dilutive effect of additional potential common shares
     issuable under stock options. Earnings and dividends per share are restated
     for all stock dividends through the date of issuance of the financial
     statements.

     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 net of related
     taxes are as follows:

<TABLE>
<CAPTION>
                                                                                  THREE MONTHS ENDED
                                                                                        MARCH 31,
                                    (IN THOUSANDS)                                2000            1999
                                    --------------                              -------         -------

<S>                                                                             <C>             <C>
Other comprehensive income (loss):
      Unrealized holding gains (losses) on available
        for sale securities arising during period                                 331            (1,224)
      Reclassification adjustment for (gains) and
       losses later recognized in income                                          (20)                -
                                                                                -------         -------
                                                                                  311            (1,224)

Tax effect                                                                       (107)              415
                                                                                -------         -------
Other comprehensive income (loss)                                               $ 204           $  (809)
                                                                                =======         =======
</TABLE>


                                                                               8

<PAGE>   9

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

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 - MARCH 31, 2000
US Agency obligations                                 $ 71,823           $    -                $ (5,500)            $ 66,323
State and Municipal obligations                         13,919              158                    (123)              13,954
Mortgage-backed securities                               2,050                -                     (63)               1,987
Other securities                                         3,202               11                       -                3,213
                                                     ---------          ----------             ----------          ----------
                                                      $ 90,994           $  169                $ (5,686)            $ 85,477
                                                     =========          ==========             ----------          ==========


AVAILABLE FOR SALE - DECEMBER 31, 1999
US Agency obligations                                 $ 71,820           $    -                $ (5,869)            $ 65,951
State and Municipal obligations                         14,112              203                    (128)              14,187
Mortgage-backed obligations                              2,079                -                     (61)               2,018
Other securities                                         3,179               27                       -                3,206
                                                     ---------          ----------             ----------          ----------
                                                      $ 91,190           $  230                $ (6,058)            $ 85,362
                                                     =========          ==========             ==========          ==========


HELD TO MATURITY - MARCH 31, 2000
US Agency obligations                                 $  2,495           $    -                $    (77)            $  2,418
State and Municipal obligations                          7,301               35                    (197)               7,139
                                                     ---------          ----------             ----------          ----------
                                                      $  9,796           $   35                $   (274)            $  9,557
                                                     =========          ----------             ----------          ----------
HELD TO MATURITY - DECEMBER 31, 1999
US Agency obligations                                 $  2,494           $    -                $    (84)            $  2,410
State and Municipal obligations                          7,300               49                    (193)               7,156
                                                     ---------          ----------             ----------          ----------
                                                      $  9,794           $   49                $   (277)            $  9,566
                                                     =========          ----------             ----------          ----------

</TABLE>


Sales of securities available for sale were as follows:
<TABLE>
<CAPTION>

(IN THOUSANDS)                             THREE MONTHS ENDED
                                                MARCH 31,
                                         2000               1999
                                        ------             -------
<S>                                     <C>               <C>
          Proceeds                      $  234             $  -
          Gross gains                       20                -
          Gross losses                       -                -

</TABLE>

Included above in gross gains for 2000, were gains of $3,000 resulting from
securities called prior to maturity.


                                                                               9


<PAGE>   10

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

2.       SECURITIES: (CONTINUED)

                  Contractual maturities of securities at March 31, 2000 were as
follows:

<TABLE>
<CAPTION>
AVAILABLE FOR SALE (IN THOUSANDS)                                          AMORTIZED                ESTIMATED
                                                                              COST                  FAIR VALUE
                                                                         ------------              -----------
<S>                                                                        <C>                      <C>
US Agency obligations
  1 - 5      Years                                                        $  3,249                   $  3,163
  5 - 10    Years                                                           30,818                     29,036
 Over 10  Years                                                             37,756                     34,124
                                                                          --------                   --------
  Total                                                                     71,823                     66,323
                                                                          --------                   --------
State and municipal obligations
  Under 1 Year                                                                 654                        654
  1 - 5 Years                                                               10,486                     10,624
  5 - 10  Years                                                              1,059                      1,023
 Over 10 Years                                                               1,720                      1,653
                                                                          --------                   --------
  Total                                                                     13,919                     13,954
                                                                          --------                   --------
Mortgage Backed securities
  5 - 10 Years                                                                 219                        209
  Over 10 Years                                                              1,831                      1,778
                                                                          --------                   --------
   Total                                                                     2,050                      1,987
                                                                          --------                   --------
Other investments
  Equity securities                                                          3,202                      3,213
                                                                          --------                   --------
Total securities available for sale                                       $ 90,994                   $ 85,477
                                                                          ========                   ========

HELD TO MATURITY (IN THOUSANDS)

US Agency obligations
  1 - 5    Years                                                          $  1,000                   $    985
  5 - 10  Years                                                                496                        480
  Over 10 Years                                                                999                        953
                                                                          --------                   --------
  Total                                                                      2,495                      2,418
                                                                          --------                   --------
State and municipal obligations
  1 - 5    Years                                                             1,794                      1,798
  5 - 10  Years                                                              3,808                      3,757
  Over 10 Years                                                              1,699                      1,584
                                                                          --------                   --------
  Total                                                                      7,301                      7,139
                                                                          --------                   --------
Total securities held to maturity                                         $  9,796                   $  9,557
                                                                          ========                   ========
</TABLE>

Securities with a carrying value of approximately $46,408,000 at March 31, 2000
and $45,332,000 at December 31, 1999 were pledged to secure public deposits,
repurchase agreements and other liabilities as required or permitted by law.

                                                                              10

<PAGE>   11

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

3.   ALLOWANCE FOR LOAN LOSSES

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

<TABLE>
<CAPTION>

                                                                                  THREE MONTHS ENDED
                                                                                       MARCH 31,
                           (IN THOUSANDS)                                        2000             1999
                                                                               -------           -------
<S>                                                                            <C>               <C>
Beginning Balance                                                              $ 3,110           $ 3,033
  Provision charged to operating expense                                           116               197
  Loans charged-off                                                               (244)             (181)
  Recoveries                                                                        38                37
                                                                               -------           -------
Ending Balance                                                                 $ 3,020           $ 3,086
                                                                               -------           -------
</TABLE>

          Non-performing loans were as follows:
<TABLE>
<CAPTION>
                                                                               MARCH 31,        DECEMBER 31,
                           (IN THOUSANDS)                                        2000              1999
                                                                              ---------         ------------
<S>                                                                           <C>               <C>
Loans past due over 90 days still on accrual                                  $    566          $   36
Nonaccrual loans                                                                   596             987
</TABLE>


          Loans considered impaired under the provisions of SFAS No. 114 were
     not material at March 31, 2000 and December 31, 1999.

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


                                                                              11

<PAGE>   12

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


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

          A summary of the notional or contractual amounts of financial
     instruments with off-balance sheet risk at March 31, 2000 and December 31,
     1999 follows:

<TABLE>
<CAPTION>
                                                                          MARCH 31,       DECEMBER 31,
                           (IN THOUSANDS)                                   2000              1999
                                                                         ---------       ------------
<S>                                                                      <C>             <C>
Commitments to extend credit                                             $18,660           $17,131
Credit card & ready reserve lines                                          1,120             1,178
Standby letters of credit                                                    562               446
</TABLE>


          At March 31, 2000, and included above, commitments to make fixed-rate
     loans totaled $2,355,000 with the interest rates on those fixed-rate
     commitments ranging from 7.50% to 10.00%. At December 31, 1999, commitments
     to make fixed rate loans totaled $2,363,000 with interest rates on those
     fixed-rate commitments ranging from 7.50% to 10.00%.

          At March 31, 2000 and December 31, 1999, reserves of $1,060,000 and
     $1,241,000 were required as deposits with the Federal Reserve or as cash on
     hand. These reserves do not earn interest.

5.   EARNINGS PER SHARE

          The factors used in the earnings per share computation were as
     follows:
<TABLE>
<CAPTION>

                                                                             THREE MONTHS ENDED
(IN THOUSANDS-EXCEPT PER SHARE AMOUNTS)                                            MARCH 31,
                                                                         2000                  1999
                                                                      ---------             ---------
<S>                                                                   <C>                   <C>
BASIC
     Net income                                                       $     576             $     830
                                                                      =========             =========
     Weighted average common shares outstanding                       2,942,885             2,940,343
                                                                      =========             =========
      Basic earnings per common share                                 $    0.20             $    0.28
                                                                      =========             =========
DILUTED
     Net income                                                       $     576             $     830
                                                                      =========             =========
     Weighted average common shares outstanding for
           basic earnings per common share                            2,942,885             2,940,343
     Add:  Dilutive effects of assumed exercised of stock
           options                                                        2,260                24,054
                                                                      ---------             ---------
     Average shares and dilutive potential common shares              2,945,145             2,964,397
                                                                      =========             =========
     Average shares and dilutive potential common shares              $    0.20             $    0.28
                                                                      =========             =========
</TABLE>

                                                                              12
<PAGE>   13

                              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
     March 31, 2000, as compared to December 31, 1999 and the results of
     operations for the three months ended March 31, 2000 compared to the same
     period in 1999. This discussion should be read in conjunction with the
     interim condensed 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 areas, changes in policies by regulatory agencies, fluctuations in
     interest rates, demand for loans in the Banks' market areas 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.

                                                                              13

<PAGE>   14

                              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.

<TABLE>
<S>      <C>               <C>
>>       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,
                           merged into CITIZENS in 1999.
>>       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.
>>       1992              CITIZENS 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 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 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              COMMUNITY moved their main office to Lancaster, Ohio.
>>       2000              COMMUNITY opened a new branch in Lancaster and their auto teller for the main office.

</TABLE>


                                                                              14

<PAGE>   15


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



     ANALYSIS OF FINANCIAL CONDITION

     EARNING ASSETS - LOANS

          At March 31, 2000, gross loans were $184,518,000 compared to
     $180,516,000 at year-end 1999, an increase of 2.2%. The increase in total
     outstanding loans was the result of growth in the commercial and
     installment portfolios. COMMUNITY generated this growth as outstanding
     loans increased 6.3% of approximately $4.0 million from December 31, 1999.
     Management anticipates the expansion plans for COMMUNITY will provide a
     solid market for loan growth.

          Installment loans, with continued emphasis placed on the indirect
     automobile lending market, stayed relatively constant at 29.3% of total
     loans at March 31, 2000 compared to 29.6% at year-end 1999. 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 17 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 $2,088,000 from December 31, 1999. As a result of the expansion of
     the lending market, the installment loan portfolio increased 1.3% since
     December 31, 1999.

          Commercial and commercial real estate loans comprised 42.6% of total
     loans at March 31, 2000 compared to 42.0% at December 31, 1999. Commercial
     and commercial real estate loans have increased $2,819,000, or 3.7% since
     December 31, 1999. 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
     Company's primary market 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 March 31, 2000 were 8.4% of total
     loans and 19.7% of total commercial and commercial real estate loans
     compared to 8.5% and 20.3% at year-end 1999.

          Real estate loans were 28.1% of total loans at March 31, 2000 compared
     to 28.4% at year-end 1999. Real estate loans increased 1.1% since December
     31, 1999. Our real estate loans are not growing as quickly as commercial,
     commercial real estate, and installment, however, the slight increase shows
     the shift of customer's preference to adjustable rate real estate loans.

          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
     provision charged to expense are reviewed by management and the Board of
     Directors monthly 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 adequate to absorb probable losses associated
     with the loan portfolio. Net charge-offs for the three months ended March
     31, 2000 were approximately $206,000, or 6.6%, of the beginning allowance
     for loan losses compared to $144,000, or 4.7%, of the beginning balance for
     loan losses for the three months ended March 31, 1999. During the first
     quarter of 2000, net charge-offs for consumer



                                                                              15

<PAGE>   16

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




     loans totaled approximately $88,000 compared to $128,000 for the first
     quarter of 1999. The decrease can be attributed to Management's continued
     focus on improving underwriting standards. During the first quarter of
     2000, net charge-offs for commercial loans were $118,000 compared to
     $16,000 for the first quarter of 1999. Management does not anticipate the
     trend in commercial net charge-offs to continue for the remainder of the
     fiscal year 2000.

     EARNING ASSETS - SECURITIES AND FEDERAL FUNDS SOLD
          The securities portfolio is comprised of 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 estimated levels of credit risk. Securities available for
     sale at March 31, 2000 increased approximately $115,000, or 0.1% from
     year-end 1999 totals. Securities held to maturity stayed relatively
     constant compared to year-end 1999 totals.

          Short-term federal funds sold are used to manage interest rate
     sensitivity and to meet liquidity needs of the Company. At March 31, 2000,
     the Company had no federal funds sold compared to $780,000 at year-end
     1999.


     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 March 31, 2000,
     total core deposits increased approximately $15.7 million primarily from an
     increase of demand deposits and time deposits under $100,000 of $1.2
     million and $16.2 million, respectively. This was partly offset by a
     decrease in savings deposits of $1.8 million. In the first quarter of 2000,
     COMMUNITY has experienced an increase of time deposits under $100,000 of
     $11.9 million. This increase is primarily the result of Management's
     expansion plans in Lancaster, Ohio. 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 March 31, 2000, certificates of deposit greater
     than $100,000 increased approximately $371,000, or 1.6% from year-end 1999
     totals.

     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


                                                                              16

<PAGE>   17

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


     Home Loan Bank ("FHLB") advances. In the first three months of 2000, 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. Total other
     borrowings decreased approximately $15.1 million, or 49.2% from year-end
     1999 totals. The decrease in other borrowings was offset by an increase in
     certificates of deposit.

     RESULTS OF OPERATIONS FOR THREE MONTHS ENDED MARCH 31, 2000

     NET INCOME
          Basic earnings per share for the three months ended March 31, 2000 was
     $0.20, compared with $0.28 for the three months ended March 31, 1999. Net
     income decreased $254,000 for three months ended March 31, 2000, compared
     to the same period in 1999. On an annualized basis, Return on Average
     Assets (ROA) was 0.77% and Return on Average Equity (ROE) was 9.26%
     compared to ROA of 1.16% and ROE of 12.18% for the three months ended March
     31, 1999.

     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 decreased 0.7% for the
     three months ended March 31, 2000 compared to the same period in 1999.

          Total interest income for the three months ended March 31, 2000 was
     $5,593,000 compared to $5,231,000 for the same period in 1999. Total
     interest income increased $362,000, or 6.9%. The increase can be attributed
     to the overall growth in the Company's interest-bearing assets, and in
     increase in the interest rate environment.

          Total interest expense for the three months ended March 31, 2000 when
     compared to the same three months period ended March 31, 1999, increased
     16.1%. The Company has experienced an increase in interest expense due to
     an increase in the first quarter of time deposits and an overall increase
     of rates on all deposit products to remain competitive in the market.


     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 $116,000 for the three months
     ended March 31, 2000 compared to $198,000 for the same period in 1999.
     Management decreased the provision


                                                                              17

<PAGE>   18


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



in 2000 due to an anticipated decrease in net charge-offs for the fiscal year.
This decrease is a result of Management's commitment to improve the portfolio's
credit quality.

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 three months ended March 31, 2000 was $325,000 compared to
$379,000 for the same three months period ended March 31, 1999. For the three
months ended March 31, 2000 compared to the same period in 1999, noninterest
income decreased approximately 14.2%. The decrease in noninterest income can be
attributed to a decrease in secondary market fee income of approximately
$58,000. The secondary market loan production has declined due to the rise in
interest rates. Customer preference has shifted to adjustable rate mortgages
during the second half of 1999 and first quarter of 2000.

NONINTEREST EXPENSE
     Noninterest expense for the three months ended March 31, 2000 increased
16.4% over the three months ended March 31, 1999. Non-recurring costs have been
incurred in the first quarter of 2000 related to COMMUNITY'S opening of a new
headquarters, an adjacent limited service drive-thru, and a full service banking
center in Lancaster, Ohio. In addition, additional staffing, advertising and
occupancy expenses were added to the COMMUNITY'S cost structure as a result of
this expansion.


CAPITAL RESOURCES
     Internal capital growth, through the retention of earnings, is the primary
means of maintaining capital adequacy for the Company. Shareholders' equity at
March 31, 2000 was $25,695,000 compared to $25,298,000 at December 31, 1999, a
1.6% increase. This increase was, in part, attributable to the market value
adjustment on the company's available for sale securities. Total shareholders'
equity in relation to total assets was 8.6% at March 31, 2000 and 8.5% at
December 31, 1999.

     The Company has 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.

     The Company maintains a deferred compensation plan for its Directors. The
plan permits the Directors to defer into a Rabbi Trust all or a portion of their
director fees. The plan is being accounted for under the provisions of EITF
97-14.



                                                                              18

<PAGE>   19


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



     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 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 March 31, 2000:

<TABLE>
<CAPTION>
                                                             MARCH 31,
                     (IN THOUSANDS)                             2000
                                                          ---------------
<S>                                                       <C>
     Tier 1 capital                                          $  29,183
     Total risk-based capital                                $  31,676
     Risk-weighted assets                                    $ 198,883
     Average total assets                                    $ 297,554

     Tier 1 capital to average assets                             9.81%
     Tier 1 risk-based capital ratio                             14.67%
     Total  risk-based capital ratio                             15.93%
</TABLE>

LIQUIDITY
     Management's objective in managing liquidity is maintaining the ability to
continue 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

                                                                              19


                                       2
<PAGE>   20


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



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 three months ended March 31, 2000, 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 $3,642,000 was
primarily the result of a decrease in borrowed funds of $14,740,000 and increase
in loans of $4,207,000, off-set by cash provided in financing activities of
$16,043,000 related to an increase in 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.

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.


                                                                              20

<PAGE>   21


                              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 90% of the portfolio compared to
the 10% for held to maturity securities. The Company primarily invests in US
Agency obligations and State and Municipal obligations and has a modest amount
invested in mortgage-backed securities. Due to total securities approximating
32% 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
1999 Annual Report as of December 31, 1999, is an analysis of the Company's
interest rate risk as measured by changes in NPV for instantaneous and sustained
parallel shifts of 100 basis points in market interest rates. Management
believes that no events have occurred since December 31, 1999 which would
significantly change the Company's NPV at March 31, 2000 under each assumed
shifts of 100 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 and investment securities. 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


                                                                              21



<PAGE>   22


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


have had rates not changed 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.


                                                                              22

<PAGE>   23


                              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
          Not applicable.

ITEM 5.   OTHER INFORMATION
          Not applicable.

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K
          (a) Exhibits
          (b) No current reports on Form 8-K were filed by the registrant
              during the quarter ended March 31, 2000.


                                                                              23


<PAGE>   24


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


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.











May 5, 2000                                  By: /s/ James W. Everson
-----------                                     ----------------------
Date                                         James W. Everson
                                             Chairman, President & Chief
                                             Executive Officer






May 5, 2000                                  By: /s/ Randall M. Greenwood
-----------                                     ---------------------------
Date                                         Randall M. Greenwood
                                             Chief Financial Officer




                                                                              24
<PAGE>   25
                                 Exhibit Index
                                 -------------

<TABLE>
<CAPTION>
Exhibit No.                  Description
-----------                  -----------
<S>                          <C>
27                           Financial Data Schedule

</TABLE>