<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      SEPTEMBER 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 Identification No.)
incorporation or organization)


              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 NOVEMBER 2, 1999
      ---------------------------------------------------------------------



<PAGE>   2


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

<TABLE>
<CAPTION>
PART I  FINANCIAL INFORMATION (UNAUDITED)
   <S>                                                                                                         <C>
   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 - 25

   ITEM 3. Quantitative and Qualitative Disclosures About Market Risk............................................26 - 27

<CAPTION>
PART II  OTHER INFORMATION
   <S>                                                                                                               <C>
   ITEM 1.
     Legal Proceedings................................................................................................28

   ITEM 2.
     Changes in Securities and Use of Proceeds........................................................................28

   ITEM 3.
     Default Upon Senior Securities...................................................................................28

   ITEM 4.
     Submission of Matters to a Vote of Security Holders..............................................................28

   ITEM 5.
     Other Information................................................................................................28

   ITEM 6.
     Exhibits and Reports on Form 8-K.................................................................................28

   SIGNATURES.........................................................................................................29

</TABLE>

                                                                              2


<PAGE>   3


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


PART I  FINANCIAL INFORMATION

        ITEM 1. FINANCIAL STATEMENTS

<TABLE>
<CAPTION>

(IN THOUSANDS)
                                                                                 SEPTEMBER 30, DECEMBER 31,
                                                                                    1999          1998
                                                                                 ------------ ------------
<S>                                                                             <C>         <C>
ASSETS
Cash and due from banks                                                           $    9,010  $    11,322
Federal funds sold                                                                     1,465        5,170
                                                                                 -----------  -----------
  Total cash and cash equivalents                                                     10,475       16,492
Securities available for sale                                                         90,100       75,792
Securities held to maturity
(Estimated fair value of $9,716 at 09/30/99 and $22,885 at 12/31/98)                   9,838       21,893
Loans receivable
  Commercial loans                                                                    13,949       12,912
  Commercial real estate loans                                                        59,026       54,195
  Real estate loans                                                                   50,700       49,438
  Installment loans                                                                   52,749       47,676
                                                                                 -----------  -----------
    Total loans receivable                                                           176,424      164,221
Allowance for loan losses                                                             (3,021)      (3,033)
                                                                                 -----------  -----------
    Net loans receivable                                                             173,403      161,188
Premises and equipment, net                                                            8,142        6,981
Accrued interest receivable and other assets                                           4,000        3,147
                                                                                 -----------  -----------
  Total Assets                                                                   $   295,958  $   285,493
                                                                                 ===========  ===========

LIABILITIES
Demand deposits
  Noninterest bearing                                                             $   19,239  $    21,033
  Interest bearing                                                                    40,525       41,780
Savings deposits                                                                      59,441       57,091
Time deposits - under $100,000                                                        96,571       87,242
Time deposits - $100,000 and over                                                     20,399       21,964
                                                                                  ----------  -----------
    Total deposits                                                                   236,175      229,110
Securities sold under agreements to repurchase                                         6,069        7,733
Other borrowed funds                                                                  27,679       19,700
Accrued expenses and other liabilities                                                   313        1,629
                                                                                  ----------  -----------
    Total Liabilities                                                                270,236      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                                                                      8,028        6,840
Accumulated other comprehensive income, net of tax                                    (2,932)        (121)
                                                                                  ----------  -----------
  Total Shareholders' Equity                                                          25,722       27,321
                                                                                 -----------  -----------
  Total Liabilities and Shareholders' Equity                                     $   295,958  $   285,493
                                                                                 ===========  ===========

</TABLE>

   See accompanying notes to the condensed 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    NINE MONTHS ENDED
                                                                 SEPTEMBER 30,        SEPTEMBER 30,
                                                                1999      1998       1999       1998
                                                              -------   --------   ---------  ---------
<S>                                                           <C>        <C>       <C>       <C>
Interest and dividend income
  Loans, including fees                                        $ 3,849    $ 3,873   $ 11,144   $ 11,948
  Taxable securities                                             1,238        934      3,739      2,651
  Non-taxable securities                                           324        278        980        906
  Other interest and dividend income                                65        114        188        309
                                                               -------    -------   --------   --------
      Total interest and dividend income                         5,476      5,199     16,051     15,814

Interest expense
  Deposits
    Demand                                                         214        269        656        791
    Savings                                                        383        479      1,146      1,416
    Time                                                         1,458      1,481      4,392      4,540
  Other borrowings                                                 437        180      1,035        538
                                                               -------    -------   --------   --------
      Total interest expense                                     2,492      2,409      7,229      7,285

NET INTEREST INCOME                                              2,984      2,790      8,822      8,529

Provision for loan losses                                          141        128        544        676
                                                               -------    -------   --------   --------

NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES              2,843      2,662      8,278      7,853

Non-interest income
  Service charges on deposit accounts                              181        201        540        560
  Other income                                                      89        262        415        602
                                                               -------    -------   --------   --------
      Total non-interest income                                    270        463        955      1,162

Non-interest expense
  Salaries and employee benefits                                 1,032        949      3,045      3,032
  Occupancy                                                        334        301        974        872
  Other expenses                                                   707        804      2,184      2,225
                                                               -------    -------   --------   --------
      Total non-interest expense                                 2,073      2,054      6,203      6,129

INCOME BEFORE INCOME TAXES                                       1,040      1,071      3,030      2,886
  Income tax expense                                               264        296        749        747
                                                               -------    -------   --------   --------

NET INCOME                                                     $   776    $   775   $  2,281   $  2,139
                                                               =======    =======   ========   ========

Earnings per common share - Basic                              $  0.28    $  0.28   $   0.81   $   0.77
Earnings per common share - Diluted                            $  0.28    $  0.28   $   0.81   $   0.76
Dividends per common share                                     $  0.13    $  0.11   $   0.39   $   0.34

</TABLE>

   See accompanying notes to the condensed consolidated financial statements
                                                                               4



<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                                                                             2,139     $ 2,139                   2,139
  Other comprehensive income, net of tax:
        Net change in unrealized gain/(loss) on
           securities available for sale                                                               209         209         209
                                                                                                   =======
  Comprehensive income                                                                               2,348
                                                                                                   =======
  Cash dividends - $0.34 per share                                                        (855)                               (855)
                                                                -------    --------    -------                 -------    --------
BALANCE AT SEPTEMBER 30, 1998                                     2,667      15,551      8,606                     381      27,205

BALANCE AT JANUARY 1, 1999                                        2,800      17,802      6,840                    (121)     27,321
  Net income                                                                             2,281     $ 2,281                   2,281
  Proceeds and tax benefit from
    exercise of stock options                                         3          21                                             24
  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
        Net change in unrealized gain/(loss) on
         securities available for sale                                                              (3,256)     (3,256)     (3,256)
                                                                                                   =======
       Comprehensive income (loss)                                                                  $ (530)
                                                                                                   =======
  Cash dividends - $0.39 per share                                                      (1,093)                             (1,093)
                                                                -------    --------    -------                --------    --------
BALANCE AT SEPTEMBER 30, 1999                                   $ 2,803    $ 17,823    $ 8,028                $ (2,932)   $ 25,722
                                                                =======    ========    =======                ========    ========
</TABLE>



   See accompanying notes to the condensed consolidated financial statements
                                                                               5
<PAGE>   6


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

<TABLE>
<CAPTION>

(In thousands)                                                                             Nine Months Ended
                                                                                             September 30,
                                                                                    1999                       1998
                                                                                 -----------------------------------
<S>                                                                              <C>                            <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income                                                                       $  2,281                   $  2,139
Adjustments to reconcile net income to net cash
    from operating activities
      Depreciation and amortization                                                   570                        521
      Provision for loan losses                                                       544                        676
      Deferred taxes                                                                 (172)                        31
      Federal Home Loan Bank stock dividend                                           (83)                      (108)
      Gain on sale/call of securities                                                   -                          -
      (Accretion)/amortization of securities, net                                     122                         92
      Gain on sale of loans                                                           (53)                         -
      Amortization of mortgage servicing rights                                        29                          -
      Gain/Loss on sale of assets                                                       9                        (88)
      Net changes in accrued interest receivable and other assets                    (889)                    (1,241)
      Net changes in accrued expenses and other liabilities                           207                          5
                                                                                 --------                   --------
      Net cash from operating activities                                            2,565                      2,027

CASH FLOWS FROM INVESTING ACTIVITIES
Securities available for sale
  Proceeds from sales                                                                   -                          -
  Proceeds from maturities/calls                                                   16,584                     25,762
  Purchases                                                                       (19,077)                   (34,771)
Securities held to maturity
  Proceeds from maturities/calls                                                        -                      5,342
  Purchases                                                                        (3,961)                      (958)
Net change in loans                                                               (13,003)                     7,493
Net purchases of premises and equipment                                            (1,705)                      (414)
Proceeds from sale of assets                                                          269                        (42)
                                                                                 --------                   --------
      Net cash from investing activities                                          (20,893)                     2,412


CASH FLOWS FROM FINANCING ACTIVITIES
Net change in deposits                                                              7,065                        679
Net change in short-term borrowings                                                 3,336                     (4,767)
Proceeds from long-term debt                                                        3,693                      3,600
Principal payments on long-term debt                                                 (714)                      (180)
Proceeds from exercise of stock options                                                24                          -
Cash dividends paid                                                                (1,093)                      (855)
                                                                                 --------                   --------
      Net cash from financing activities                                           12,311                     (1,523)
                                                                                 --------                   --------

Net change in cash and cash equivalents                                            (6,017)                     2,916

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

Cash and cash equivalents at end of period                                       $ 10,475                   $ 13,503
                                                                                 ========                   ========

     Interest paid                                                               $  7,276                   $  7,392
     Income taxes paid                                                                559                        484

Non-cash transfer from loans to other real estate and repossessions              $    244                          -
Non-cash transfer of securities from held to maturity to available for sale
  upon adoption of SFAS No. 133                                                    16,005                          -

</TABLE>

   See accompanying notes to the condensed consolidated financial statements
                                                                               6

<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 September 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. 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.
              NOTES TO 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 2,802,057 and 2,802,298 for the
         nine months ended September 30, 1999 and 1998, respectively. The
         weighted-average number of shares outstanding for diluted EPS was
         2,824,704 and 2,826,903 for the nine months ended September 30, 1999
         and 1998, respectively. There was no per share dilution of the stock
         options for the nine months ended September 30, 1999. The per share
         dilution of the stock options was $0.01 for the nine months ended
         September 30, 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, as amended by SFAS No. 137, is effective for
         fiscal years beginning after June 15, 2000 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 net of related taxes are as follows:

<TABLE>
<CAPTION>


                                                    THREE MONTHS ENDED      NINE MONTHS ENDED
                                                       SEPTEMBER 30,          SEPTEMBER 30,
               (IN THOUSANDS)                         1999     1998         1999        1998
                                                   ---------- ---------  ---------- ----------
<S>                                                <C>        <C>        <C>        <C>
Net Income                                             $ 776     $ 775     $ 2,281    $ 2,139
Other comprehensive income, net of tax:
      Unrealized gains (loss) on available
        for sale securities arising during period       (493)      211      (3,256)       209
      Transfer of securities from held to maturity
        to available for sale upon adoption of
        SFAS No. 133                                       -         -         445          -
                                                       -----     -----      ------    -------
Total other comprehensive income (loss), net of tax     (493)      211      (2,811)       209
                                                       -----     -----      ------    -------
Comprehensive Income (Loss)                            $ 283     $ 986      $ (530)   $ 2,348
                                                       =====     =====      ======    =======

</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 - SEPTEMBER 30, 1999
US Agency obligations                         $ 71,818     $       7    $  (4,606)    $  67,219
State and Municipal obligations                 17,918           345         (161)       18,102
Mortgage-backed securities                       2,124             -          (42)        2,082
Other securities                                 2,681            16            -         2,697
                                              --------     ---------    ---------     ---------
                                              $ 94,541     $     368    $  (4,809)    $  90,100
                                              ========     =========    =========     =========

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 - SEPTEMBER 30, 1999
US Agency obligations                         $  2,494     $       -    $     (52)    $   2,442
State and Municipal obligations                  7,298            81         (151)        7,228
Other securities                                    46             -            -            46
                                              --------     ---------    ---------     ---------
                                              $  9,838     $      81    $    (203)    $   9,716
                                              ========     =========    =========     =========

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)                                       NINE MONTHS ENDED
                                                       SEPTEMBER 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 September 30, 1999
were as follows:

<TABLE>
<CAPTION>

AVAILABLE FOR SALE (IN THOUSANDS)                     AMORTIZED         ESTIMATED
                                                        COST           FAIR VALUE
                                                      ---------        ----------
<S>                                                   <C>              <C>
US Agency obligations
  1 - 2   Years                                       $   1,000        $    1,007
  2 - 5   Years                                           1,250             1,222
  5 - 10  Years                                          31,815            30,413
 Over 10  Years                                          37,753            34,577
                                                      ---------        ----------
  Total                                                  71,818            67,219
                                                      ---------        ----------
State and municipal obligations
  Under 1 Year                                            1,271             1,277
  1 - 2  Years                                            2,536             2,577
  2 - 5  Years                                           11,115            11,326
  5 - 10 Years                                              881               879
 Over 10 Years                                            2,115             2,043
                                                      ---------        ----------
  Total                                                  17,918            18,102
                                                      ---------        ----------
Mortgage Backed securities
  5 - 10  Years                                             234               227
  Over 10 Years                                           1,890             1,855
                                                      ---------        ----------
   Total                                                  2,124             2,082
                                                      ---------        ----------
Other investments
  Equity securities                                       2,681             2,697
                                                      ---------        ----------

Total securities available for sale                   $  94,541        $   90,100
                                                      =========        ==========

HELD TO MATURITY (IN THOUSANDS)

US Agency obligations
  5 - 10  Years                                           1,495             1,476
  Over 10 Years                                             999               966
                                                      ---------        ----------
  Total                                                   2,494             2,442
                                                      ---------        ----------
State and municipal obligations
  2 - 5   Years                                            560               566
  5 - 10  Years                                           4,602             4,652
  Over 10 Years                                           2,136             2,010
                                                      ---------        ----------
  Total                                                   7,298             7,228
                                                      ---------        ----------
Other investments
  Equity securities                                          46                46
Total securities held to maturity                     $   9,838        $    9,716
                                                      =========        ==========
</TABLE>





Securities with an amortized cost of approximately $45,538,000 at September 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                   NINE MONTHS ENDED
                                                            SEPTEMBER 30,                        SEPTEMBER 30,
                      (IN THOUSANDS)                   1999               1998              1999               1998
                                                     --------           --------          --------           --------
<S>                                                  <C>                <C>               <C>                <C>
Beginning Balance                                    $ 2,935            $ 3,053           $ 3,033            $ 3,039
  Provision charged to operating expense                 141                128               544                676
  Loans charged-off                                     (164)              (206)             (764)              (809)
  Recoveries                                             109                 78               208                147
                                                     -------            -------           -------            -------
Ending Balance                                       $ 3,021            $ 3,053           $ 3,021            $ 3,053
                                                     =======            =======           =======            =======
</TABLE>



                  Loans considered impaired under the provisions of SFAS No. 114
         were not material at September 30, 1999 and December 31, 1998 and for
         the three and nine months ended September 30, 1999 and 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 September 30, 1999 and
         December 31, 1998 follows:

<TABLE>
<CAPTION>

                                                                     SEPTEMBER 30,      DECEMBER 31,
                               (IN THOUSANDS)                            1999               1998
                                                                    ----------------  -----------------
         <S>                                                        <C>               <C>
         Commitments to extend credit                               $ 15,470           $ 16,655
         Credit card lines                                               638                541
         Standby letters of credit                                       379                269

</TABLE>

                  At September 30, 1999, and included above, commitments to make
         fixed-rate loans totaled $5,790,000 with the interest rates on those
         fixed-rate commitments ranging from 7.25% 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 September 30, 1999 and December 31, 1998, reserves of
         $1,088,000 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 September 30, 1999, as compared to December 31, 1998 and the
         results of operations for the three and nine months ended September 30,
         1999 compared to the same periods 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 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.



                                                                              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.

<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 ("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.

</TABLE>

                                                                              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 September 30, 1999, gross loans were $176,424,000 compared
         to $164,221,000 at year-end 1998, an increase of 7.4%. The increase in
         total outstanding loans was the result of growth in the commercial real
         estate and installment portfolios. 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 39.5%
         at that affiliate from December 31, 1998.

                  Installment loans, with continued emphasis placed on the
         indirect automobile lending market, stayed relatively constant at 29.9%
         of total loans at September 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 $5,073,000
         from December 31, 1998. As a result of the expansion of the lending
         market, the installment loan portfolio increased 10.6% since December
         31, 1998.

                  Commercial and commercial real estate loans comprised 41.4% of
         total loans at September 30, 1999 compared to 40.9% at December 31,
         1998. Commercial and Commercial real estate have increased $5,868,000
         since December 31, 1998. The commercial and commerical real estate
         portfolios have increased 8.7% from December 31, 1998. 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 September 30, 1999 were 9.3% of total loans and 22.4% of total
         commercial and commercial real estate loans compared to 11.6% and 28.4%
         at year-end 1998.

                  Real estate loans were 28.7% of total loans at September 30,
         1999 compared to 30.1% at year-end 1998. Real estate loans increased
         $1,262,000 since December 31, 1998. Our real estate loans are not
         growing as quickly as commercial, commercial real estate, and
         installment, however, we are seeing a steady increase in real estate
         due to customers' preference change to adjustable rate real estate
         loans in the rising rate environment.

                  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 adequate to absorb probable losses associated with the
         loan portfolio. Net charge-offs for the

                                                                              16

<PAGE>   17

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

         nine months ended September 30, 1999 were approximately $556,000, or
         18.3%, of the beginning allowance for loan losses compared to $662,000,
         or 21.8%, of the beginning balance for loan losses for the nine months
         ended September 30, 1998. Almost all charge-offs in 1999 have been
         related to the installment loan portfolio.

         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
         known levels of credit risk. Securities available for sale at September
         30, 1999 increased approximately $14.3 million, or 18.9% from year-end
         1998 totals. The overall upward movement resulted primarily from the
         reclassification of securities from held to maturity to available for
         sale. Securities held to maturity decreased $12.1 million, or 55.1% at
         September 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 September
         30, 1999, federal funds sold totaled $1,465,000 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 September 30, 1999, total core deposits increased approximately
         $8,630,000 primarily from an increase of savings and time deposits
         under $100,000 of $2.3 million and $9.3 million, respectively. This was
         partly offset by decreases in interest bearing demand deposits of $1.3
         million and noninterest bearing demand deposits of $1.8 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 September 30, 1999,
         certificates of deposit greater than $100,000 decreased approximately
         $1.6 million, or 7.1% 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 nine 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 FOR THREE MONTHS ENDED
          SEPTEMBER 30, 1999

         NET INCOME
                  Basic earnings per share for the three months ended September
         30, 1999 was $0.28, compared with $0.28 for the three months ended
         September 30, 1998. Net income increased $1,000 for three months ended
         September 30, 1999, compared to the same period in 1998.

         NET INTEREST INCOME
                  Net interest income for the three months ended September 30,
         1999 was $2,984,000 compared to $2,790,000 for the same period in 1998.
         Net interest income increased $194,000, or 7.0%. The increase can be
         attributed to the overall growth in the Company's interest-bearing
         assets, partially offset by a decrease in the interest rate spread.

                  Total interest income for the three months ended September 30,
         1999, when compared to the same three months period ended September 30,
         1998, increased 5.3%. The Company has experienced increased competition
         in the lending area and expects this trend to continue. The cause for
         the incline in total interest income is a result an increase in
         securities interest income of $350,000, when compared to the same three
         months period ended September 30, 1998.

                  Total interest expense for the three months ended September
         30, 1999 when compared to the same three months period ended September
         30, 1998, increased 3.4%. The Company has seen an increase in interest
         expense due to an increase in the third quarter of time deposits.

         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 $141,000 for the three
         months ended September 30, 1999 compared to $128,000 the same period in
         1998. Management increased the provision due to increased lending
         volume in the third quarter.

         NONINTEREST INCOME
                  Noninterest income for the three months ended September 30,
         1999 was $270,000 compared to $463,000 for the same three months period
         ended September 30, 1998. For the three months ended September 30, 1999
         compared to the same period in 1998, noninterest

                                                                              18
<PAGE>   19


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

         income decreased approximately 41.7%. The decrease in noninterest
         income can be attributed to a decrease in secondary market fee income
         of approximately $52,000. The secondary market loan production has
         declined due to the rise in interest rates. Customer preference has
         shifted to adjustable rate mortgages during 1999.

         NONINTEREST EXPENSE
                  Noninterest expense for the three months ended September 30,
         1999 increased 0.9% over the three months ended September 30, 1998.
         Management has taken an active role in maintaining control over
         noninterest expense.

         RESULTS OF OPERATIONS FOR NINE MONTHS ENDED
          SEPTEMBER 30, 1999

         NET INCOME
                  Basic earnings per share for the nine months ended September
         30, 1999 was $0.81, compared with $0.77 for the nine months ended
         September 30, 1998. On an annualized basis, Return on Average Assets
         (ROA) was 1.06% and Return on Average Equity (ROE) was 11.47% compared
         to ROA of 1.07% and ROE of 10.76% for the nine months ended September
         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
         3.4% for the nine months ended September 30, 1999 compared to the same
         period in 1998.

                  Total interest income for the nine months ended September 30,
         1999, when compared to the same nine months period ended September 30,
         1998, increased 1.5%. The Company has experienced increased competition
         in the lending area and expects this trend to continue. The cause for
         the incline in total interest income is a result an increase in
         securities interest income of $1,162,000, when compared to the same
         nine months period ended September 30, 1998.

                  Total interest expense for the nine months ended September 30,
         1999 when compared to the same nine months period ended September 30,
         1998, decreased 0.7%. Overall, the Company has seen some downward
         pressures to cost of funds relative to demand and savings deposit
         accounts. This downward pressure has been offset by the increased cost
         of certificates of deposit. 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.

                                                                              19

<PAGE>   20

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

                  The total provision for loan losses was $544,000 for the nine
         months ended September 30, 1999 compared to $676,000 for the same
         period in 1998. In 1998, Management recorded an additional provision at
         COMMUNITY of approximately $300,000 to bring their loan loss reserve in
         line with the Company's loan loss reserve methodology. Without this
         adjustment the provision for the nine months ending September 30, 1998
         would have been $376,000. With consideration of this adjustment, the
         provision for the nine months ending September 30, 1999 would have
         increased $168,000. Management increased the provision in 1999, due to
         an increase in the loan volumes.

         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 nine months ended
         September 30, 1999 was $955,000 compared to $1,162,000 for the same
         nine months periods ended September 30, 1998. For the nine months ended
         September 30, 1999 compared to the same period in 1998, noninterest
         income decreased approximately 17.8%


         NONINTEREST EXPENSE
                  Noninterest expense for the nine months ended September 30,
         1999 increased 1.2% over the nine months ended September 30, 1998.
         Nonrecurring costs of approximately $150,000 were incurred during the
         first nine months of 1999 related to CITIZENS Jewett branch purchase,
         CITIZENS opening of a full service brokerage operations and COMMUNITY's
         construction of a new headquarters in downtown Lancaster and a full
         service banking center on the east side of 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 September 30, 1999 was $25,722,000 compared to
         $27,321,000 at December 31, 1998, a 5.9% decrease. This decrease is
         attributable to the market value adjustment on the company's available
         for sale securities. Total shareholders' equity in relation to total
         assets was 8.7% at September 30, 1999 and 9.6% at December 31, 1998.

                  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. To date, all shares purchased by the Plan
         except for 797 shares purchased on October 21, 1996 have been purchased
         on the open market.


                                                                              20

<PAGE>   21

                              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 September 30, 1999:

<TABLE>
<CAPTION>

                                                                      SEPTEMBER 30,
                                 (IN THOUSANDS)                           1999
                                                                      -------------
            <S>                                                        <C>
            Tier 1 capital                                             $   28,475
            Total risk-based capital                                   $   30,837
            Risk-weighted assets                                       $  188,318
            Average total assets                                       $  287,278

            Tier 1 capital to average assets                                 9.91%
            Tier 1 risk-based capital ratio                                 15.12%
            Total  risk-based capital ratio                                 16.37%
</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

                                                                              21

<PAGE>   22
                              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 nine months ended September 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 $6,017,000 was primarily the
         result of a net purchase of investment securities of $6,454,000 and
         increase in loans of $13,003,000, off-set by net cash provided in
         financing activities of $12,311,000 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.

                                                                              22

<PAGE>   23

                              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.

                                                                              23

<PAGE>   24

                              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

                                                                              24

<PAGE>   25

                              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 $30,000. The company has spent approximately $25,000 of
these costs and anticipates to incur the remaining costs during the last quarter
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.

                                                                              25

<PAGE>   26

                              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 Agency obligations and State and Municipal obligations and has a
modest amount invested in mortgage-backed securities. Due to total securities
approximating 34% 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 September 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

                                                                              26

<PAGE>   27

                              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.

                                                                              27

<PAGE>   28


                              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
                   (a) Exhibits
                   (b) Reports on Form


                   Form 8 K filed on September 15, 1999, disclosed the Company's
                   reappointment of James W. Everson as Chairman, President, &
                   Chief Executive Officer of the Citizens Savings Bank.


                                                                              28

<PAGE>   29

                              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.



















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






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




                                                                              29
<PAGE>   30


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


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