##### Table of Contents



U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10  QSB

(Mark One)

[X] Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended March 31, 2003

[  ] Transition report under Section 13 or 15(d) of the Exchange Act

For the transition period from __________________  to __________________

Commission file number 333-

UNITED COMMUNITY BANKSHARES OF FLORIDA, INC.

(Exact Name of Small Business Issuer as Specified in Its Charter)


|                                  |  |                    
|--------------------------------- |  | -------------------
|Florida                           |  | 04-3691059         
|                                  |  |                    
|(State or Other Jurisdiction      |  | (I.R.S. Employer   
|of Incorporation or Organization) |  | (Identification No.

1411 Edgewater Drive, Suite 200Orlando, Florida 32804
(Address of Principal Executive Offices)(407) 447-0386
(Issuers Telephone Number, Including Area Code)



---

(Former Name, Former Address and Former Fiscal Year, if Changed, Since Last Report)


Check whether the issuer: (1) filed all reports required to be filed by
Section 12,13 or 15(d)
Of the Exchange Act during the past 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 [  ]

State the number of shares outstanding of each of the issuers classes of common equity, as

Of the latest practicable date;

|                                       |  |                           
|-------------------------------------- |  | --------------------------
|Common Stock, par value $.01 per share |  | 3,247,114 Shares          
|                                       |  |                           
|(class)                                |  | Outstanding at May 7, 2003





---

TABLE OF CONTENTS



|                                        |                                                                                               |                                                                      |  |  |  |  |  | 
|--------------------------------------- | --------------------------------------------------------------------------------------------- | -------------------------------------------------------------------- |  |  |  |  |  | 
|PART 1. Financial Information          
|                                        | Item 1. Financial Statements                                                                 
|                                        |                                                                                               | Condensed Consolidated Balance Sheets                               
|                                        |                                                                                               | Condensed Consolidated Statements of Operations                     
|                                        |                                                                                               | Condensed Consolidated Statements of Changes in Shareholders Equity
|                                        |                                                                                               | Condensed Consolidated Statements of Cash Flows                     
|                                        |                                                                                               | Notes to Condensed Consolidated Financial Statements (unaudited)    
|                                        | Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
|                                        |                                                                                               | Item 3. Controls and Procedures                                     
|PART II. OTHER INFORMATION             
|                                        | Item 6. Exhibits and Reports on Form 8-K                                                     
|SIGNATURES                             
|Articles of Incorporation              
|Bylaws                                 
|David Powers Employment Agreement      
|Directors Stock Option Plan            
|Officers & Employees' Stock Option Plan
|Stock Purchase Plan                    
|President & CEO Certification          
|Treasurer Certification                



---



##### Table of Contents



UNITED COMMUNITY BANKSHARES OF FLORIDA, INC.

INDEX

PART I.FINANCIAL INFORMATION

Item 1. Financial Statements

|                                                                                              |                                                                                                                             |  |      |     | 
|--------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------- |  | ---- | --- | 
|                                                                                              |                                                                                                                             |  | Page
|                                                                                              |                                                                                                                             |  |     
|                                                                                              | Condensed Consolidated Balance Sheets 
At March 31, 2003 and at December 31, 2002 (unaudited)                              |  |      | 2   | 
|                                                                                              | Condensed Consolidated Statements of Operations 
Three Months ended March 31, 2003 and 2002 (unaudited)                    |  |      | 3   | 
|                                                                                              | Condensed Consolidated Statements of Changes in Shareholders Equity
Three Months Ended March 31, 2003 and 2002 (unaudited) |  |      | 4   | 
|                                                                                              | Condensed Consolidated Statements of Cash Flows -
Three Months Ended March 31, 2003 and 2002 (unaudited)                    |  |      | 5   | 
|                                                                                              | Notes to condensed Consolidated Financial Statements (unaudited)                                                            |  |      | 6-7 | 
|Item 2. Managements Discussion and Analysis of Financial Condition
And Results of Operations |                                                                                                                             |  | 8-11 |    
|Item 3. Controls and Procedures                                                               |                                                                                                                             |  | 11   |    
|PART II. OTHER INFORMATION                                                                    |                                                                                                                             |  |      |    
|Item 6. Exhibits and Reports on Form 8-K                                                      |                                                                                                                             |  | 12   |    
|SIGNATURES                                                                                    |                                                                                                                             |  | 13   |    

1



---



##### Table of Contents






PART 1. Financial Information




Item 1. Financial Statements

UNITED COMMUNITY BANKSHARES OF FLORIDA, INC.




Condensed Consolidated Balance Sheets
($ in thousands, except share amounts)
(Unaudited)

|                                                                             |                                                                                                                                                 |                                            |                            |         |           |        |              |        |         |        | 
|---------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------ | -------------------------- | ------- | --------- | ------ | ------------ | ------ | ------- | ------ | 
|                                                                             |                                                                                                                                                 |                                            |                            |         | March 31, |        | December 31,
|                                                                             |                                                                                                                                                 |                                            |                            |         |           |        |             
|                                                                             |                                                                                                                                                 |                                            |                            |         | 2003      |        | 2002        
|                                                                             |                                                                                                                                                 |                                            |                            |         |           |        |             
|Assets                                                                       |                                                                                                                                                 |                                            |                            |         |           |        |              |       
|Cash and due from banks                                                      |                                                                                                                                                 | $                                          | 10,925                     |         |           | $      | 4,441        |       
|Interest-bearing demand deposits with banks                                  |                                                                                                                                                 |                                            | 15,340                     |         |           |        | 5,092        |       
|Federal funds sold                                                           |                                                                                                                                                 |                                            | 51,486                     |         |           |        | 15,033       |       
|                                                                             |                                                                                                                                                 |                                            |                            |         |           |        |              |       
|                                                                             |                                                                                                                                                 |                                            | 77,751                     |         |           |        | 24,566       |       
|                                                                             | Total cash and cash equivalents                                                                                                                 |                                            |                            |         |           |        |              |        |        
|Securities available for sale                                                |                                                                                                                                                 |                                            | 46,575                     |         |           |        | 29,302       |       
|Loans, net of allowance for loan losses of $2,020 in 2003 and
$1,014 in 2002 |                                                                                                                                                 |                                            | 161,290                    |         |           |        | 80,162       |       
|Premises and equipment, net                                                  |                                                                                                                                                 |                                            | 5,605                      |         |           |        | 3,916        |       
|Federal Home Loan Bank stock, at cost                                        |                                                                                                                                                 |                                            | 106                        |         |           |        | 0            |       
|Accrued interest receivable                                                  |                                                                                                                                                 |                                            | 949                        |         |           |        | 381          |       
|Deferred tax asset                                                           |                                                                                                                                                 |                                            | 490                        |         |           |        | 226          |       
|Other Assets                                                                 |                                                                                                                                                 |                                            | 1,425                      |         |           |        | 93           |       
|                                                                             |                                                                                                                                                 |                                            |                            |         |           |        |              |       
|                                                                             |                                                                                                                                                 | Total Assets                               |                            | $       | 294,191   |        |              | $      | 138,646 |       
|                                                                             |                                                                                                                                                 |                                            |                            |         |           |        |              |       
|Liabilities and Shareholders Equity                                         |                                                                                                                                                 |                                            |                            |         |           |        |              |       
|Liabilities:                                                                 |                                                                                                                                                 |                                            |                            |         |           |        |              |       
|                                                                             | Non-interest bearing demand deposits                                                                                                            |                                            | $                          | 33,293  |           |        | $            | 16,130 |        
|                                                                             | Savings and NOW deposits                                                                                                                        |                                            |                            | 15,800  |           |        |              | 6,238  |        
|                                                                             | Money-market deposits                                                                                                                           |                                            |                            | 103,686 |           |        |              | 45,860 |        
|                                                                             | Time deposits                                                                                                                                   |                                            |                            | 109,897 |           |        |              | 49,886 |        
|                                                                             |                                                                                                                                                 |                                            |                            |         |           |        |              |       
|                                                                             |                                                                                                                                                 |                                            | 262,676                    |         |           |        | 118,114      |       
|                                                                             |                                                                                                                                                 | Total Deposits                             |                            |         |           |        |              |        |         |       
|Other liabilities                                                            |                                                                                                                                                 |                                            | 1,057                      |         |           |        | 270          |       
|Other Borrowings                                                             |                                                                                                                                                 |                                            | 1,205                      |         |           |        | 794          |       
|                                                                             |                                                                                                                                                 |                                            |                            |         |           |        |              |       
|                                                                             |                                                                                                                                                 | Total Liabilities                          |                            |         | 264,938   |        |              |        | 119,178 |       
|                                                                             |                                                                                                                                                 |                                            |                            |         |           |        |              |       
|Shareholders Equity:                                                        |                                                                                                                                                 |                                            |                            |         |           |        |              |       
|                                                                             | Preferred stock                                                                                                                                 |                                            |                            |        |           |        |              |       |        
|                                                                             | Common stock, $.01 par value; 20 million shares authorized;
3,069,388 and 2 million shares issued and outstanding at 2003 and 2002 respectively |                                            |                            | 31      |           |        |              | 20     |        
|                                                                             | Additional paid in capital                                                                                                                      |                                            |                            | 29,722  |           |        |              | 19,980 |        
|                                                                             | Accumulated deficit                                                                                                                             |                                            |                            | (800    | )         |        |              | (919   | )      
|                                                                             | Accumulated other comprehensive income                                                                                                          |                                            |                            | 300     |           |        |              | 387    |        
|                                                                             |                                                                                                                                                 |                                            |                            |         |           |        |              |       
|                                                                             |                                                                                                                                                 |                                            | Total Shareholders equity |         |           | 29,253 |              |        |         | 19,468 | 
|                                                                             |                                                                                                                                                 |                                            |                            |         |           |        |              |       
|                                                                             |                                                                                                                                                 | Total liabilities and Shareholders equity |                            | $       | 294,191   |        |              | $      | 138,646 |       
|                                                                             |                                                                                                                                                 |                                            |                            |         |           |        |              |       

2



---



##### Table of Contents



UNITED COMMUNITY BANKSHARES OF FLORIDA, INC.




Condensed Consolidated Statements of Operations
($ in thousands, except share amounts)
(Unaudited)

|                                                     |                                               |                                                     |           |                    |       |      |           |     |       |  
|---------------------------------------------------- | --------------------------------------------- | --------------------------------------------------- | --------- | ------------------ | ----- | ---- | --------- | --- | ----- | -
|                                                     |                                               |                                                     |           | Three Months Ended
|                                                     |                                               |                                                     |           | March 31,         
|                                                     |                                               |                                                     |           |                   
|                                                     |                                               |                                                     |           | 2003               |       | 2002
|                                                     |                                               |                                                     |           |                    |       |     
|Interest income:                                     |                                               |                                                     |           |                    |       |      |           |    
|                                                     | Loans                                         |                                                     | $         | 2,595              |       |      | $         | 777 |      
|                                                     | Securities                                    |                                                     |           | 356                |       |      |           | 298 |      
|                                                     | Other interest-earning assets                 |                                                     |           | 151                |       |      |           | 62  |      
|                                                     |                                               |                                                     |           |                    |       |      |           |    
|                                                     |                                               | Total interest income                               |           |                    | 3,102 |      |           |     | 1,137 |  
|                                                     |                                               |                                                     |           |                    |       |      |           |    
|Interest expense:                                    |                                               |                                                     |           |                    |       |      |           |    
|                                                     | Deposits                                      |                                                     |           | 1,340              |       |      |           | 406 |      
|                                                     | Other borrowings                              |                                                     |           | 1                  |       |      |           | 4   |      
|                                                     |                                               |                                                     |           |                    |       |      |           |    
|                                                     |                                               | Total interest expense                              |           |                    | 1,341 |      |           |     | 410   |  
|                                                     |                                               |                                                     |           |                    |       |      |           |    
|                                                     |                                               | Net interest income                                 |           |                    | 1,761 |      |           |     | 727   |  
|Provision for loan losses                            |                                               |                                                     | 120       |                    |       |      | 120       |    
|                                                     |                                               |                                                     |           |                    |       |      |           |    
|                                                     |                                               | Net interest income after provision for loan losses |           |                    | 1,641 |      |           |     | 607   |  
|                                                     |                                               |                                                     |           |                    |       |      |           |    
|Noninterest income:                                  |                                               |                                                     |           |                    |       |      |           |    
|                                                     | Service charges and fees                      |                                                     |           | 116                |       |      |           | 41  |      
|                                                     | Gain on sale of Other Real Estate             |                                                     |           | 27                 |       |      |           |    |      
|                                                     | Gain on sale of securities available for sale |                                                     |           | 5                  |       |      |           |    |      
|                                                     |                                               |                                                     |           |                    |       |      |           |    
|                                                     |                                               | Total noninterest income                            |           |                    | 148   |      |           |     | 41    |  
|                                                     |                                               |                                                     |           |                    |       |      |           |    
|Noninterest expense:                                 |                                               |                                                     |           |                    |       |      |           |    
|                                                     | Salaries and employee benefits                |                                                     |           | 721                |       |      |           | 424 |      
|                                                     | Occupancy expense                             |                                                     |           | 161                |       |      |           | 91  |      
|                                                     | Other                                         |                                                     |           | 695                |       |      |           | 245 |      
|                                                     |                                               |                                                     |           |                    |       |      |           |    
|                                                     |                                               | Total noninterest expense                           |           |                    | 1,577 |      |           |     | 760   |  
|                                                     |                                               |                                                     |           |                    |       |      |           |    
|                                                     |                                               | Income (Loss) before income tax benefit             |           |                    | 212   |      |           |     | (112  | )
|Income tax (benefit)                                 |                                               |                                                     | 93        |                    |       |      | (41       | )  
|                                                     |                                               |                                                     |           |                    |       |      |           |    
|                                                     |                                               | Net income (loss)                                   |           | $                  | 119   |      |           | $   | (71   | )
|                                                     |                                               |                                                     |           |                    |       |      |           |    
|Earnings per share, basic and fully diluted          |                                               | $                                                   | 0.04      |                    |       | $    | (0.04     | )  
|                                                     |                                               |                                                     |           |                    |       |      |           |    
|Weighted average number of common shares outstanding |                                               |                                                     | 2,914,921 |                    |       |      | 2,000,000 |    
|                                                     |                                               |                                                     |           |                    |       |      |           |    
|Dividends per share                                  |                                               |                                                     |          |                    |       |      |          |    
|                                                     |                                               |                                                     |           |                    |       |      |           |    

3



---



##### Table of Contents



UNITED COMMUNITY BANKSHARES OF FLORIDA, INC.




(Unaudited)
(In thousands)

|                                         |                                                                |             |    |                          |  |                    |        |                                           |  |                          |      |     |   |   |      |     |   |  
|---------------------------------------- | -------------------------------------------------------------- | ----------- | -- | ------------------------ |  | ------------------ | ------ | ----------------------------------------- |  | ------------------------ | ---- | --- | - | - | ---- | --- | - | -
|                                         |                                                                | CommonStock |    | AdditionalPaid-inCapital |  | AccumulatedDeficit |        | AccumulatedOtherComprehensiveIncome(Loss) |  | TotalShareholders'Equity
|                                         |                                                                |             |    |                          |  |                    |        |                                           |  |                         
|Balance December 31, 2001                |                                                                | $           | 20 |                          |  | $                  | 19,980 |                                           |  | $                        | (786 | )   |   | $ | (122 | )   |   | $
|                                         |                                                                |             |    |                          |  |                    |        |                                           |  |                          |      |     |   |   |      |     |   |  
|Comprehensive Income (Loss):             |                                                                |             |    |                          |  |                    |        |                                           |  |                          |      |     |   |   |      |     |   |  
|                                         | Net income (loss)                                              |             |    |                         |  |                    |        |                                          |  |                          |      | (71 | ) |   |      |    |   |  
|                                         | Net change in unrealized loss on securities
available for sale |             |    |                         |  |                    |        |                                          |  |                          |      |    |   |   |      | (31 | ) |  
|                                         |                                                                |             |    |                          |  |                    |        |                                           |  |                          |      |     |   |   |      |     |   |  
|Comprehensive income (loss)              |                                                                |             |   |                          |  |                    |       |                                           |  |                          |     |     |   |   |     |     |   |  
|                                         |                                                                |             |    |                          |  |                    |        |                                           |  |                          |      |     |   |   |      |     |   |  
|Balance at March 31, 2002                |                                                                | $           | 20 |                          |  | $                  | 19,980 |                                           |  | $                        | (857 | )   |   | $ | (153 | )   |   | $
|                                         |                                                                |             |    |                          |  |                    |        |                                           |  |                          |      |     |   |   |      |     |   |  
|Balance December 31, 2002                |                                                                | $           | 20 |                          |  | $                  | 19,980 |                                           |  | $                        | (919 | )   |   | $ | 387  |     |   | $
|                                         |                                                                |             |    |                          |  |                    |        |                                           |  |                          |      |     |   |   |      |     |   |  
|Comprehensive Income:                    |                                                                |             |    |                          |  |                    |        |                                           |  |                          |      |     |   |   |      |     |   |  
|                                         | Net income                                                     |             |    |                         |  |                    |        |                                          |  |                          |      | 119 |   |   |      |    |   |  
|                                         | Net change in unrealized
gain on securities available for sale |             |    |                         |  |                    |        |                                          |  |                          |      |    |   |   |      | (87 | ) |  
|                                         |                                                                |             |    |                          |  |                    |        |                                           |  |                          |      |     |   |   |      |     |   |  
|Comprehensive income                     |                                                                |             |   |                          |  |                    |       |                                           |  |                          |     |     |   |   |     |     |   |  
|Issuance of Common Shares in acquisition |                                                                |             | 11 |                          |  |                    | 9,742  |                                           |  |                          |     |     |   |   |     |     |   |  
|                                         |                                                                |             |    |                          |  |                    |        |                                           |  |                          |      |     |   |   |      |     |   |  
|Balance at March 31, 2003                |                                                                | $           | 31 |                          |  | $                  | 29,722 |                                           |  | $                        | (800 | )   |   | $ | 300  |     |   | $
|                                         |                                                                |             |    |                          |  |                    |        |                                           |  |                          |      |     |   |   |      |     |   |  

4



---



##### Table of Contents



UNITED COMMUNITY BANKSHARES OF FLORIDA, INC.




Condensed Consolidated Statements of Cash Flows
($ in thousands, except share amounts)
(Unaudited)

|                                                  |                                                                                                     |                         |                                                   |                                                     |  |                    |        |      |   |        |        |  
|------------------------------------------------- | --------------------------------------------------------------------------------------------------- | ----------------------- | ------------------------------------------------- | --------------------------------------------------- |  | ------------------ | ------ | ---- | - | ------ | ------ | -
|                                                  |                                                                                                     |                         |                                                   |                                                     |  | Three Months Ended
|                                                  |                                                                                                     |                         |                                                   |                                                     |  | March 31,         
|                                                  |                                                                                                     |                         |                                                   |                                                     |  |                   
|                                                  |                                                                                                     |                         |                                                   |                                                     |  | 2003               |        | 2002
|                                                  |                                                                                                     |                         |                                                   |                                                     |  |                    |        |     
|Cash flows from operating activities:             |                                                                                                     |                         |                                                   |                                                     |  |                    |        |     
|                                                  | Net Income (loss)                                                                                   |                         | $                                                 | 119                                                 |  |                    | $      | (71  | )
|                                                  | Adjustments to reconcile net income or loss to net cash provided by
(used in) operating activities: |                         |                                                   |                                                     |  |                    |        |      |  
|                                                  |                                                                                                     |                         | Depreciation                                      |                                                     |  | 142                |        |      |   | 38     |       
|                                                  |                                                                                                     |                         | Provision for loan loss                           |                                                     |  | 120                |        |      |   | 120    |       
|                                                  |                                                                                                     |                         | Net amortization of securities available for sale |                                                     |  | 184                |        |      |   | 28     |       
|                                                  |                                                                                                     |                         | Deferred income taxes                             |                                                     |  | 93                 |        |      |   | (41    | )     
|                                                  |                                                                                                     |                         | Gain on sale of securities available for sale     |                                                     |  | (5                 | )      |      |   |       |       
|                                                  |                                                                                                     | Changes in balances of: |                                                   |                                                     |  |                    |        |      |   |       
|                                                  |                                                                                                     |                         | Interest Receivable                               |                                                     |  | (37                | )      |      |   | (64    | )     
|                                                  |                                                                                                     |                         | Interest Payable                                  |                                                     |  | (97                | )      |      |   | 13     |       
|                                                  |                                                                                                     |                         | Other accounts  net                              |                                                     |  | 77                 |        |      |   | (32    | )     
|                                                  |                                                                                                     |                         |                                                   |                                                     |  |                    |        |     
|                                                  |                                                                                                     |                         |                                                   | Net cash provided by (used in) operating activities |  |                    | 596    |      |   |        | (9     | )
|                                                  |                                                                                                     |                         |                                                   |                                                     |  |                    |        |     
|Cash flows from investing activities:             |                                                                                                     |                         |                                                   |                                                     |  |                    |        |     
|                                                  |                                                                                                     |                         | Purchase of securities available for sale         |                                                     |  | (15,692            | )      |      |   |       |       
|                                                  |                                                                                                     |                         | Sales and calls of securities available for sale  |                                                     |  | 3,354              |        |      |   |       |       
|                                                  |                                                                                                     |                         | Repayment of securities available for sale        |                                                     |  | 6,209              |        |      |   | 943    |       
|                                                  |                                                                                                     |                         | Net increase in loans                             |                                                     |  | (3,664             | )      |      |   | (8,824 | )     
|                                                  |                                                                                                     |                         | Purchase of premises and equipment                |                                                     |  | (37                | )      |      |   | (136   | )     
|                                                  |                                                                                                     |                         |                                                   |                                                     |  |                    |        |     
|                                                  |                                                                                                     |                         |                                                   | Net cash used in investing activities               |  |                    | (9,830 | )    |   |        | (8,017 | )
|                                                  |                                                                                                     |                         |                                                   |                                                     |  |                    |        |     
|Cash flows from financing activities:             |                                                                                                     |                         |                                                   |                                                     |  |                    |        |     
|                                                  |                                                                                                     |                         |                                                   | Net increase in deposits                            |  |                    | 36,415 |      |   |        | 23,398 |  
|                                                  |                                                                                                     |                         |                                                   | Net increase in other borrowings                    |  |                    | 411    |      |   |        | 605    |  
|                                                  |                                                                                                     |                         |                                                   |                                                     |  |                    |        |     
|                                                  |                                                                                                     |                         |                                                   | Net cash provided by financing activities           |  |                    | 36,826 |      |   |        | 24,003 |  
|                                                  |                                                                                                     |                         |                                                   |                                                     |  |                    |        |     
|Net increase in cash and cash equivalents         |                                                                                                     |                         | 27,592                                            |                                                     |  |                    | 15,977 |     
|Cash and cash equivalents at beginning of period  |                                                                                                     |                         | 50,159                                            |                                                     |  |                    | 14,388 |     
|                                                  |                                                                                                     |                         |                                                   |                                                     |  |                    |        |     
|Cash and cash equivalents at end of period        |                                                                                                     | $                       | 77,751                                            |                                                     |  | $                  | 30,365 |     
|                                                  |                                                                                                     |                         |                                                   |                                                     |  |                    |        |     
|Supplemental disclosure of cash flow information: |                                                                                                     |                         |                                                   |                                                     |  |                    |        |     
|                                                  |                                                                                                     |                         |                                                   | Cash paid during the period for interest            |  | $                  | 1,438  |      |   | $      | 397    |  
|                                                  |                                                                                                     |                         |                                                   |                                                     |  |                    |        |     

5



---



##### Table of Contents



UNITED COMMUNITY BANKSHARES OF FLORIDA, INC.




Notes to Condensed Consolidated Financial Statements (unaudited)



|(1) |  | Description of Business and Basis of Presentation.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|    |  | United Community Bankshares of Florida, Inc. (the Holding Company) was
incorporated as a Florida Corporation on April 15, 2002. On January 13,
2003, the Holding Company acquired 100% of the outstanding shares of
United Heritage Bank and Community United Bank (the Banks)
(collectively, the Company) pursuant to approval by the Federal Reserve
to acquire the Banks through an exchange of Holding Company common
shares for the outstanding shares in the Banks. This transaction has
been accounted for as a combination of interests under common control
as it relates to the acquisition of United Heritage Bank, and as a
purchase transaction as it relates to Community United Bank.                                                                                                                                                                                                                                                     
|   
|    |  | The Holding Companys only business is the ownership and operation of
the Banks. The Banks are incorporated under the laws of the State of
Florida and are Florida Banking Corporations. The Banks provide a
variety of community banking services to businesses and individuals
through their seven banking offices throughout Central Florida. The
Banks deposits are insured by the FDIC to the extent provided by law.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   
|    |  | The accompanying condensed consolidated financial statements include
the accounts of the Holding Company and the Banks. All significant
intercompany accounts have been eliminated in consolidation. The assets
and liabilities acquired in the January 13,2003 purchase of Community
United Bank and income and expense of that Bank from January 13, 2003
through March 31, 2003 are included in the accompanying condensed
consolidated financial statements at and for the three months ending
March 31, 2003. The condensed consolidated financial statements at
December 31, 2002 and for the three months ending March 31, 2002
include only the accounts of the Holding Company and United Heritage
Bank. Accordingly, the growth from December 31, 2002 through March 31,
2003 is due not only to growth of United Heritage but also to the
acquisition of Community United Bank. The following table illustrates
the components of this growth:

|                        |                              |   |         |         |      |   |          |         |         |   |          |         |  |   |         |         | 
|----------------------- | ---------------------------- | - | ------- | ------- | ---- | - | -------- | ------- | ------- | - | -------- | ------- |  | - | ------- | ------- | 
|                        |                              |   | March   |         | Dec. |   |          |         |         |   | Acquired
|                        |                              |   | 2003    |         | 2002 |   | Increase |         | Amounts
|                        |                              |   |         |         |      |   |          |         |        
|Cash & cash equivalents |                              | $ | 77,751  |         |      | $ | 24,566   |         |         | $ | 53,185   |         |  | $ | 25,593  |        
|Earning assets          |                              |   | 207,865 |         |      |   | 109,464  |         |         |   | 98,401   |         |  |   | 89,273  |        
|All other assets        |                              |   | 8,575   |         |      |   | 4,616    |         |         |   | 3,959    |         |  |   | 3,873   |        
|                        |                              |   |         |         |      |   |          |         |         |   |          |         |  |   |         |        
|                        | Total Assets                 |   | $       | 294,191 |      |   | $        | 138,646 |         |   | $        | 155,545 |  |   | $       | 118,739 | 
|                        |                              |   |         |         |      |   |          |         |         |   |          |         |  |   |         |        
|Deposits                |                              | $ | 262,676 |         |      | $ | 118,114  |         |         | $ | 144,562  |         |  | $ | 108,148 |        
|Other Liabilities       |                              |   | 2,262   |         |      |   | 1,064    |         |         |   | 1,198    |         |  |   | 767     |        
|Equity                  |                              |   | 29,253  |         |      |   | 19,468   |         |         |   | 9,785    |         |  |   | 9824    |        
|                        |                              |   |         |         |      |   |          |         |         |   |          |         |  |   |         |        
|                        | Total Liabilities and Equity |   | $       | 294,191 |      |   | $        | 138,646 |         |   | $        | 155,545 |  |   | $       | 118,739 | 
|                        |                              |   |         |         |      |   |          |         |         |   |          |         |  |   |         |        

6



---



##### Table of Contents



UNITED COMMUNITY BANKSHARES OF FLORIDA, INC.

Notes to Condensed Consolidated Financial Statements (unaudited), Continued



|(2) |  | Earnings per Share                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|    |  | Basic earnings per share have
been computed on the basis of the weighted average
number of shares of common stock outstanding during the period.
Additional shares issuable under the stock option plan bring the
weighted average shares for fully diluted per share purposes to
2,951,737 and 2,017,682 for the first quarter of 2003 and 2002,
respectively.                                                                                                                                                                                                                                                                                                       
|   
|(3) |  | Pro forma effect of Stock Options                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   
|    |  | As permitted by applicable accounting principles, management has elected to disclose rather
than to record the compensatory effect of stock options granted to
employee and directors. The pro forma effect has been determined by use
of the Black  Scholes option pricing model, assuming no volatility,
minimal dividends and average lives and exercise probability by option
class. At March 31, 2003 employees held 194,080 options for shares of
common stock, compared to 140,500 options at March 31, 2002. Options
for 10,000 shares were granted during the three months ending March 31,
2003. No options were exercised or forfeited during that period.
|   
|    |  | Had the outstanding options been recorded, compensation and income
would have been as follows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        

|                                       |                        |                              |     |       |     |      |      |     |      |  
|-------------------------------------- | ---------------------- | ---------------------------- | --- | ----- | --- | ---- | ---- | --- | ---- | -
|                                       |                        |                              |     | March
|                                       |                        |                              |     |      
|                                       |                        |                              |     | 2003  |     | 2002
|                                       |                        |                              |     |       |     |     
|Compensation as recorded               |                        | $                            | 721 |       |     | $    | 424  |    
|Pro forma effect of options            |                        |                              | 14  |       |     |      | 12   |    
|                                       |                        |                              |     |       |     |      |      |    
|                                       | Pro forma compensation |                              | $   | 735   |     |      | $    | 436 |     
|                                       |                        |                              |     |       |     |      |      |    
|Net Income (loss) as reported          |                        | $                            | 119 |       |     | $    | (71  | )  
|Pro forma effect of options            |                        |                              | (14 | )     |     |      | (12  | )  
|                                       |                        |                              |     |       |     |      |      |    
|                                       |                        | Pro forma net income         |     | $     | 105 | )    |      | $   | (83  | )
|                                       |                        |                              |     |       |     |      |      |    
|Earnings per share as reported         |                        | $                            | .04 |       |     | $    | (.04 | )  
|Pro forma effect of earnings per share |                        |                              |    |       |     |      |     |    
|                                       |                        |                              |     |       |     |      |      |    
|                                       |                        | Pro forma earnings per share |     | $     | .04 |      |      | $   | (.04 | )
|                                       |                        |                              |     |       |     |      |      |    



|(4) |  | Management Opinion                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|    |  | In the opinion of management, the accompanying condensed consolidated
financial statements contain all adjustments (consisting of normal recurring
accruals) necessary to present fairly the financial position at March 31, 2003 and the results
of operations and cash flows for the three-month periods ended March 31, 2003 and 2002.
The results of operations for the three months ended March 31, 2003 are not necessarily
indicative of the results to be expected for the year ending December 31, 2003.

7



---



##### Table of Contents






Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations

UNITED COMMUNITY BANKSHARES OF FLORIDA, INC.

Liquidity

The Companys primary sources of cash during the three months ended March 31,
2003 was
from net deposit inflows of $36 million and proceeds from sale of securities of
$3 million. Cash was primarily used to originate loans, net of principal
repayments, totaling $3 million. At March 31, 2003, the Company had
outstanding commitments to originate loans totaling $49 million. At March
31,2003, the Banks exceeded their regulatory liquidity requirements.

Capital Resources

The Banks are required to maintain certain regulatory capital requirements.
The following is a summary at March 31, 2003 and 2002 of the regulatory capital
requirements for the entities to remain well capitalized and the Banks actual
capital of each entity on a percentage basis:

|                                                |  |       |       |       |  |                    |       |   |  |                 |       |  
|----------------------------------------------- |  | ----- | ----- | ----- |  | ------------------ | ----- | - |  | --------------- | ----- | -
|                                                |  |       |       |       |  |                    |       |   |  | Regulatory     
|                                                |  |       |       |       |  |                    |       |   |  | Requirement for
|                                                |  | March |       | March |  | Well - capitalized
|                                                |  | 2003  |       | 2002  |  | Entities          
|                                                |  |       |       |       |  |                   
|Consolidated                                    |  |       |       |       |  |                    |       |   |  |                 |       |  
|Total capital to risk-weighted assets           |  |       | 14.90 | %     |  |                    | 30.54 | % |  |                 | 10.00 | %
|Tier I capital to risk-weighted assets          |  |       | 13.88 | %     |  |                    | 29.57 | % |  |                 | 6.00  | %
|Tier I capital to total assets  leverage ratio |  |       | 10.19 | %     |  |                    | 21.65 | % |  |                 | 5.00  | %
|United Heritage Bank                            |  |       |       |       |  |                    |       |   |  |                 |       |  
|Total capital to risk-weighted assets           |  |       | 18.44 | %     |  |                    | 30.54 | % |  |                 | 10.00 | %
|Tier I capital to risk-weighted assets          |  |       | 17.47 | %     |  |                    | 29.57 | % |  |                 | 6.00  | %
|Tier I capital to total assets  leverage ratio |  |       | 12.70 | %     |  |                    | 21.65 | % |  |                 | 5.00  | %
|Community United Bank                           |  |       |       |       |  |                    |       |   |  |                 |       |  
|Total capital to risk-weighted assets           |  |       | 10.87 | %     |  |                    | 12.66 | % |  |                 | 10.00 | %
|Tier I capital to risk-weighted assets          |  |       | 9.78  | %     |  |                    | 11.64 | % |  |                 | 6.00  | %
|Tier I capital to total assets  leverage ratio |  |       | 7.28  | %     |  |                    | 9.12  | % |  |                 | 5.00  | %

Selected Ratios

The following rates are present for the dates and periods indicated:

|                                                  |                                               |  |              |   |              |  |              |    |  |  |       |    | 
|------------------------------------------------- | --------------------------------------------- |  | ------------ | - | ------------ |  | ------------ | -- |  |  | ----- | -- | 
|                                                  |                                               |  | Three Months |   | Year Ended   |  | Three Months
|                                                  |                                               |  | Ended March  |   | December 31, |  | Ended March 
|                                                  |                                               |  | 31, 2003     |   | 2002         |  | 31, 2002    
|                                                  |                                               |  |              |   |              |  |             
|Average equity as a percentage of Average Assets  |                                               |  | 10.40        | % |              |  | 17.35        | %  |  |  | 22.14 | % 
|Equity to total assets at end of period           |                                               |  | 9.62         | % |              |  | 14.07        | %  |  |  | 18.44 | % 
|Return on average assets (1)                      |                                               |  | .17          | % |              |  | (0.12        | )% |  |  | (0.33 | )%
|Return on average equity (1)                      |                                               |  | 1.72         | % |              |  | 0.69         | %  |  |  | (1.48 | )%
|Nonperforming loans and foreclosed real estate as |                                               |  | 0.14         | % |              |  |             |    |  |  |      |   
|                                                  | A percentage of total assets at end of period |  |              |   |              |  |              |    |  |  |       |    | 



---

|(1) |  | Annualized for the three months ended March 31.
|--- |  | -----------------------------------------------

8



---



##### Table of Contents



UNITED COMMUNITY BANKSHARES OF FLORIDA, INC.

Results of Operations

General.Net earnings for the three months ended March 31, 2003 was
$119,000 or $.04 basic per share compared to a net loss of $71,000 or
($.04) loss per share for the three months ended March 31, 2002. The
increase in the Companys earnings was primarily due to an increase in
net interest income and noninterest income, partially offset by an
increase in noninterest expenses. The results of operations for the
three months ended March 31, 2003 are not necessarily indicative of the
results to be expected for the year ending December 31,2003.

The acquisition of Community United Bank on January 13, 2003
contributed $180,466 net income for the first quarter 2003. Offsetting
this, however, was approximately $106,000 after tax costs of the
acquisition. Other items of income and expense also show significant
increases for the quarter ending March 31, 2003 because of the inclusion
in the first quarter 2003 of operations of the acquired Bank since its
acquisition January 13, 2003.

Interest Income and Expense.Interest income increased by
$1,964,000, from $1,137,000 for the three months ended March 31, 2002 to
$3,102,000 for the three months ended March 31, 2003. Interest income on
loans increased $1,817,000 primarily due to an increase in the average
loan portfolio balance from $45 million for the three months ended March
31, 2002 to $149 million for the comparable period in 2003 which was
partially offset by a decrease in the weighted-average yield from 5.62%
in 2002 to 5.27% in 2003. Interest on securities increased $58,000
primarily due to an increase in the average securities portfolio balance
from $23 million in 2002 to $43million in 2003 partially offset by a
decrease in the weighted average
yield from 5.17 % in 2002 to 3.36% in 2003.

Interest expense on interest-bearing deposits increased to $1,341,000 for
the three months ended March 31, 2003 from $410,000 for the three months
ended March 31, 2002. Interest expense on interest-bearing deposits
increased due to an increase in the average balance from $55 million in
2002 to $197 million in 2003 which was partially offset by a decrease in
the weighted rate paid from 2.92% in 2002 to 2.75% in 2003.

The following table sets forth, for the periods indicated, information
regarding (1) the total dollar amount of interest and dividend income for
the Company from interest-earning assets and the resultant average
yields; (II) the total dollar amount of interest expense on
interest-bearing liabilities and the resultant average cost; (III) net
interest income; (V) net interest margin.

9



---



##### Table of Contents



UNITED COMMUNITY BANKSHARES OF FLORIDA, INC.

Results of Operations (Continued)

Comparison of the Three-Month Periods ended March 31, 2003 and 2002

|                                            |                                             |                                    |                                            |         |                              |         |           |       |          |       |         |      |           |      |        |        |          |        |         |     |     |       |      |      |      |      |  
|------------------------------------------- | ------------------------------------------- | ---------------------------------- | ------------------------------------------ | ------- | ---------------------------- | ------- | --------- | ----- | -------- | ----- | ------- | ---- | --------- | ---- | ------ | ------ | -------- | ------ | ------- | --- | --- | ----- | ---- | ---- | ---- | ---- | -
|                                            |                                             |                                    |                                            |         | Three Months Ended March 31,
|                                            |                                             |                                    |                                            |         |                             
|                                            |                                             |                                    |                                            |         | 2003                         |         | 2002     
|                                            |                                             |                                    |                                            |         |                              |         |          
|                                            |                                             |                                    |                                            |         |                              |         |           |       | Interest |       | Average |      |           |      |        |        | Interest |        | Average
|                                            |                                             |                                    |                                            |         | Average                      |         | and       |       | Yield/   |       | Average |      | and       |      | Yield/
|                                            |                                             |                                    |                                            |         | Balance                      |         | Dividends |       | Rate     |       | Balance |      | Dividends |      | Rate  
|                                            |                                             |                                    |                                            |         |                              |         |           |       |          |       |         |      |           |      |       
|Interest-earning assets;                    |                                             |                                    |                                            |         |                              |         |           |       |          |       |         |      |           |      |        |        |          |        |         |     |     |       |      |     
|                                            | Loans                                       |                                    | $                                          | 149,178 |                              |         |           | 2,595 |          |       |         | 7.05 | %         |      | $      | 44,599 |          |        |         | 777 |     |       |      | 7.07 | %   
|                                            | Securities                                  |                                    |                                            | 42,973  |                              |         |           | 356   |          |       |         | 3.36 | %         |      |        | 23,383 |          |        |         | 298 |     |       |      | 5.17 | %   
|                                            | Other interest-earning assets (1)           |                                    |                                            | 46,566  |                              |         |           | 151   |          |       |         | 1.32 | %         |      |        | 14,077 |          |        |         | 62  |     |       |      | 1.79 | %   
|                                            |                                             |                                    |                                            |         |                              |         |           |       |          |       |         |      |           |      |        |        |          |        |         |     |     |       |      |     
|                                            |                                             |                                    | Total interest-earning assets              |         |                              | 238,717 |           |       |          | 3,102 |         |      |           | 5.27 | %      |        |          | 82,059 |         |     |     | 1,137 |      |      |      | 5.62 | %
|                                            |                                             |                                    |                                            |         |                              |         |           |       |          |       |         |      |           |      |        |        |          |        |         |     |     |       |      |     
|Noninterest-earning assets                  |                                             |                                    | 13,022                                     |         |                              |         |           |       |          |       |         |      |           |      | 4,532  |        |          |        |         |     |     |       |      |     
|                                            |                                             |                                    |                                            |         |                              |         |           |       |          |       |         |      |           |      |        |        |          |        |         |     |     |       |      |     
|                                            |                                             |                                    | Total Assets                               |         | $                            | 251,739 |           |       |          |       |         |      |           |      |        |        | $        | 86,591 |         |     |     |       |      |      |      |      |  
|                                            |                                             |                                    |                                            |         |                              |         |           |       |          |       |         |      |           |      |        |        |          |        |         |     |     |       |      |     
|Interest-bearing liabilities:               |                                             |                                    |                                            |         |                              |         |           |       |          |       |         |      |           |      |        |        |          |        |         |     |     |       |      |     
|                                            | Savings, NOW, money market
deposit accounts |                                    |                                            | 97,870  |                              |         |           | 461   |          |       |         | 1.91 | %         |      |        | 35,329 |          |        |         | 215 |     |       |      | 2.47 | %   
|                                            | Time deposits                               |                                    |                                            | 98,962  |                              |         |           | 879   |          |       |         | 3.60 | %         |      |        | 19,944 |          |        |         | 191 |     |       |      | 3.88 | %   
|                                            | Other interest-bearing
liabilities (2)      |                                    |                                            | 910     |                              |         |           | 1     |          |       |         | 0.45 | %         |      |        | 1,679  |          |        |         | 4   |     |       |      | 0.97 | %   
|                                            |                                             |                                    |                                            |         |                              |         |           |       |          |       |         |      |           |      |        |        |          |        |         |     |     |       |      |     
|                                            |                                             | Total interest-bearing
liabilities |                                            |         | 197,742                      |         |           |       | 1,341    |       |         |      | 2.75      | %    |        |        | 56,952   |        |         |     | 410 |       |      |      | 2.92 | %   
|                                            |                                             |                                    |                                            |         |                              |         |           |       |          |       |         |      |           |      |        |        |          |        |         |     |     |       |      |     
|Noninterest-bearing deposits                |                                             |                                    | 26,448                                     |         |                              |         |           |       |          |       |         |      |           |      | 10,342 |        |          |        |         |     |     |       |      |     
|Noninterest-bearing liabilities             |                                             |                                    | 822                                        |         |                              |         |           |       |          |       |         |      |           |      | 128    |        |          |        |         |     |     |       |      |     
|Stockholders equity                        |                                             |                                    | 26,727                                     |         |                              |         |           |       |          |       |         |      |           |      | 19,169 |        |          |        |         |     |     |       |      |     
|                                            |                                             |                                    |                                            |         |                              |         |           |       |          |       |         |      |           |      |        |        |          |        |         |     |     |       |      |     
|                                            |                                             |                                    | Total liabilities and
stockholders equity |         | $                            | 251,739 |           |       |          |       |         |      |           |      |        |        | $        | 86,591 |         |     |     |       |      |      |      |      |  
|                                            |                                             |                                    |                                            |         |                              |         |           |       |          |       |         |      |           |      |        |        |          |        |         |     |     |       |      |     
|Net interest income                         |                                             |                                    |                                            |         |                              | $       | 1,761     |       |          |       |         |      |           |      |        |        |          | $      | 727     |     |     |       |      |     
|                                            |                                             |                                    |                                            |         |                              |         |           |       |          |       |         |      |           |      |        |        |          |        |         |     |     |       |      |     
|Interest-rate spread (3)                    |                                             |                                    |                                            |         |                              |         |           |       |          |       | 2.52    | %    |           |      |        |        |          |        |         |     |     |       | 2.70 | %   
|                                            |                                             |                                    |                                            |         |                              |         |           |       |          |       |         |      |           |      |        |        |          |        |         |     |     |       |      |     
|Net interest margin (4)                     |                                             |                                    |                                            |         |                              |         |           |       |          |       | 2.99    | %    |           |      |        |        |          |        |         |     |     |       | 3.59 | %   
|                                            |                                             |                                    |                                            |         |                              |         |           |       |          |       |         |      |           |      |        |        |          |        |         |     |     |       |      |     
|Ratio of average interest-earning assets to |                                             |                                    | 1.21                                       |         |                              |         |           |       |          |       |         |      |           |      | 1.44   |        |          |        |         |     |     |       |      |     
|                                            | average interest-bearing liabilities        |                                    |                                            |         |                              |         |           |       |          |       |         |      |           |      |        |        |          |        |         |     |     |       |      |      |     



---

|(1) |  | Includes Federal Home Loan Bank stock, Federal Reserve stock, Federal Funds sold and
interest-bearing deposits.                                          
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(2) |  | Includes securities sold under agreements to repurchase.                                                                                                 
|   
|(3) |  | Interest-rate spread represents the difference between the average
yield on interest-earning assets and the average rate of
interest-bearing liabilities.
|   
|(4) |  | Net interest margin is net interest income divided by average interest-earning assets.                                                                   

10



---



##### Table of Contents



UNITED COMMUNITY BANKSHARES OF FLORIDA, INC.

Results of Operations (Continued)

Provision for Loan Losses.The provision for loan losses is charged
to operations to bring the total allowance to a level deemed appropriate
by management and is based upon historical experience, the volume and
type of lending conducted by the Company, industry standards, the amount
of nonperforming loans, general economic conditions, particularly as they
relate to the Companys market areas, and the other factors related to
the collectibility of the Companys loan portfolio. The provision was
$120,000 for the three months ended March 31, 2003 as well as for the
comparable period in 2002. Management believes the approximate $2
million balance in the allowance for loan losses at March 31, 2003 is
adequate.

Noninterest Income.Noninterest income increased $107,000 during
the three month period ended March 31, 2003 compared to the same period
in 2002 primarily due to increased service charge fees and residential
mortgage broker fees.

Noninterest Expenses.Noninterest expenses increased $817,000
during the three-month
period ended March 31, 2003 compared to the same period in 2002.
Noninterest expenses increased primarily due to an increase in salaries
and employee benefits and occupancy expense due to the opening of
additional banking locations.

Provision for Income Taxes.The income tax expense for the three
months ended March 31, 2003 was $93,000 compared to a $43,000 tax benefit
for the comparable 2002 period. The consolidated net operating loss of
$147,000 at December 31, 2002 was substantially utilized during the first
quarter of 2003.




Item 3. Controls and Procedures

Controls and Procedures

United Community Banksharess President and Chief Executive Officer and
Treasurer have evaluated United Community Bankshares disclosure controls
and procedures as of a date within 90 days prior to the date of this
filing, and they conclude that these controls and procedures are
effective. There have been no significant changes in internal controls
or in other factors that could significantly affect these controls
subsequent to the date of this evaluation.

Disclosure controls and procedures are United Community Bankshares
controls and other procedures that are designed to ensure that
information it is required to disclose in the reports it files under the
Exchange Act is recorded, processed, summarized and reported, within the
time periods specified in the Securities and Exchange Commissions rules
and forms. Disclosure controls and procedures include, without
limitation controls and procedures designed to ensure that information
United Community Bankshares is required to disclose in the reports that
it files under the Exchange Act is accumulated and communicated to
management, including the principal executive and financial officers, as
appropriate, to allow timely decisions regarding required disclosure.

11



---



##### Table of Contents



UNITED COMMUNITY BANKSHARES OF FLORIDA, INC.




PART II. OTHER INFORMATION




Item 6. Exhibits and Reports on Form 8-K

(a)     Exhibits

|            |  |                                                                                     
|----------- |  | ------------------------------------------------------------------------------------
|Exhibit No. |  | Description of Exhibit                                                              
|            |  |                                                                                     
|3.1         |  | Articles of Incorporation of United Community Bankshares of
Florida, Inc.           
|3.2         |  | Bylaws of United Community Bankshares of Florida, Inc.                              
|10.1        |  | Form of Employment Agreement entered into between the Bank and
David G. Powers *    
|10.2        |  | United Community Bankshares of Florida, Inc. Director Stock Option Plan*            
|10.3        |  | United Community Bankshares of Florida, Inc. Officer and Employee Stock Option Plan*
|10.4        |  | United Community Bankshares of Florida, Inc. Stock Purchase Plan                    



| |  | Represents a management contract to compensatory plan or
announcement required to be filed as an exhibit.
|- |  | ---------------------------------------------------------------------------------------------------------



|(b) |  | Reports on Form 8-K.There were no reports on Form 8-K filed
during the three months ended March 31, 2003.
|--- |  | ---------------------------------------------------------------------------------------------------------

12



---



##### Table of Contents



UNITED COMMUNITY BANKSHARES OF FLORIDA, INC.




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 duly authorized.

|                  |  |                                              |  |                                                                          
|----------------- |  | -------------------------------------------- |  | -------------------------------------------------------------------------
|                  |  | UNITED COMMUNITY BANKSHARES OF FLORIDA, INC.
|                 
|                  |  |                                              |  |                                                                          
|                 
|                  |  |                                              |  | (Registrant)                                                             
|                 
|                  |  |                                              |  |                                                                          
|                 
|Date: May 9, 2003 |  | By:                                          |  | /s/ David G. PowersDavid G. Powers, President and Chief
Executive Officer
|                 
|                  |  |                                              |  |                                                                          
|                 
|Date: May 9, 2003 |  | By:                                          |  | /s/ Shirley L. TylerShirley L. Tyler, Treasurer                          

13



---



##### Table of Contents



I, David G. Powers, certify, that:



|1. |  | I have reviewed this quarterly report on Form 10-QSB of United Community
Bankshares of Florida, Inc.                                                                                                                                                                                                                         
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|   |  | 2 Based on my knowledge, the quarterly report does not contain any untrue
statement of material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this quarterly report.
|  
|3. |  | Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and cash
flows of the registrant as of, and for, the periods presented in this
quarterly report;                  
|  
|4. |  | The registrants other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we
have:                                                                                                     



| | a. |  | designed such disclosure controls and procedures to ensure
that material information relating to the registrant, including our
consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this
quarterly report is being prepared.
| | -- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | b. |  | evaluated the effectiveness of the registrants disclosure
controls and procedures as of a date within 90 days prior to the
filing date of this quarterly report (the Evaluation Date); and                                                                                                  
|
| | c. |  | presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;                                                                                                                        



|5. |  | The registrants other certifying officer and I have disclosed, based on
our most recent evaluation, to the registrants auditors and the audit
committee or registrants board of directors (or persons performing the
equivalent function):
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | a. |  | all significant deficiencies in the design or operation of
the internal controls which could adversely affect the registrants
ability to record, process, summarize and report financial data and
have identified for the registrants auditors any material
weaknesses in internal controls; and
| | -- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | b. |  | any fraud, whether or not material, that involves management
or other employees who have a significant role in the registrants
internal controls; and                                                                                                                                            



|6. |  | The registrants other certifying officer and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect the internal
controls subsequent to the date of our most recent evaluation, including
any corrective actions with regard to significant deficiencies and
material weaknesses.
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|                  |  |     |  |                                                                         
|----------------- |  | --- |  | ------------------------------------------------------------------------
|Date: May 9, 2003 |  | By: |  | /s/ David G. PowersDavid G. Powers
President and Chief Executive Officer

14



---



##### Table of Contents



I, Shirley L. Tyler, certify, that:



|1. |  | I have reviewed this quarterly report on Form 10-QSB of United Community
Bankshares of Florida, Inc.                                                                                                                                                                                                                         
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|   |  | 2 Based on my knowledge, the quarterly report does not contain any untrue
statement of material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this quarterly report.
|  
|3. |  | Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and cash
flows of the registrant as of, and for, the periods presented in this
quarterly report;                  
|  
|4. |  | The registrants other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we
have:                                                                                                     



| | d. |  | designed such disclosure controls and procedures to ensure
that material information relating to the registrant, including our
consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this
quarterly report is being prepared.
| | -- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | e. |  | evaluated the effectiveness of the registrants disclosure
controls and procedures as of a date within 90 days prior to the
filing date of this quarterly report (the Evaluation Date); and                                                                                                  
|
| | f. |  | presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;                                                                                                                        



|5. |  | The registrants other certifying officer and I have disclosed, based on
our most recent evaluation, to the registrants auditors and the audit
committee or registrants board of directors (or persons performing the
equivalent function):
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | c. |  | all significant deficiencies in the design or operation of
the internal controls which could adversely affect the registrants
ability to record, process, summarize and report financial data and
have identified for the registrants auditors any material
weaknesses in internal controls; and
| | -- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | d. |  | any fraud, whether or not material, that involves management
or other employees who have a significant role in the registrants
internal controls; and                                                                                                                                            



|6. |  | The registrants other certifying officer and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect the internal
controls subsequent to the date of our most recent evaluation, including
any corrective actions with regard to significant deficiencies and
material weaknesses.
|-- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|                  |  |     |  |                                               
|----------------- |  | --- |  | ----------------------------------------------
|Date: May 9, 2003 |  | By: |  | /s/ Shirley L. TylerShirley L. Tyler
Treasurer

15



---



##### Table of Contents



United Community Bankshares of Florida, Inc.
Form 10-QSB
For Fiscal Year Ending March 31, 2003

EXHIBIT INDEX

|        |  |                                                                                     
|------- |  | ------------------------------------------------------------------------------------
|Exhibit |  |                                                                                     
|No.     |  | Exhibit                                                                             
|        |  |                                                                                     
|3.1     |  | Articles of Incorporation of United Community Bankshares
of Florida, Inc.           
|3.2     |  | Bylaws of United Community Bankshares of Florida, Inc.                              
|10.1    |  | Form of Employment Agreement entered into between the Bank
and David G. Powers*     
|10.2    |  | United Community Bankshares of Florida, Inc. Director Stock
Option Plan*            
|10.3    |  | United Community Bankshares of Florida, Inc. Officer and
Employee Stock Option Plan*
|10.4    |  | United Community Bankshares of Florida, Inc. Stock Purchase Plan                    
|99.1    |  | Certification of President & Chief Executive Officer                                
|99.2    |  | Certification of Treasurer