UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
DC  20549





FORM
10-K





xANNUAL REPORT
PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934





For
the fiscal year ended December 31, 2009





OR





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





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





Commission
File Number 0-16540





UNITED BANCORP, INC.





(Exact
name of registrant as specified in its Charter.)





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





201
      South Fourth Street, Martins Ferry, Ohio
                            
                            43935(Address
      of principal executive offices)
                            
                            (ZIP
      Code)





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





Securities
registered pursuant to Section 12(b) of the Act:





None
                      N/A(Title
      of class)
                      (Name
      of each exchange on which registered)Common
      Stock, Par Value $1.00 a share
                      NASDAQ
      Capital Market





Securities
registered pursuant to Section 12(g) of the Act: None





Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act.       Yes
 ̈  No
x





Indicated
by check mark if the registrant is not required to file reports pursuant to
Section 13 or Section 15(d) of the Exchange Act.  Yes  ̈  No x





Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days.


YesxNo ̈





Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files).





Yes ̈  No ̈





Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K is not contained herein, and will not be contained to the best of
registrant’s knowledge, in definitive proxy or information
statements  incorporated by reference in Part III of this Form 10-K or
any amendment to this form 10-K. x


Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, or a non-accelerated filer. See definition of 12b-2 of the
Exchange Act. (Check one):




Large
accelerated filer  ̈     Accelerated
filer  ̈      Non-accelerated
filer  ̈      Smaller
reporting company  x





Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act. (Check one):




Large
      accelerated filer
              Accelerated
      filerNon-accelerated
      filer
              Smaller
      reporting company x





(Do
not check if a smaller reporting company)





Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).


Yes
 ̈     No x





As
of June 30, 2009 the aggregate market value of the registrant’s common stock
held by non-affiliates of the registrant was $49,834,569 based on the closing
sale price as reported on the National Association of Securities Dealers
Automated Quotation System.





Indicate
the number of shares outstanding of each of the issuer’s classes of common
stock, as of the latest practicable date:





Registrant
had 5,256,811 common shares outstanding as of March 6, 2010.





DOCUMENTS
INCORPORATED BY REFERENCE





Portions
of the proxy statement for the Annual Shareholders meeting to be held April 21,
2010 are incorporated by reference into Part III.





Portions
of the Annual Report to Shareholders for the year ended December 31, 2009 are
incorporated by reference into Parts I and II.





PART
I





Item
1    Business




Business





United
Bancorp, Inc. (Company) is a bank holding company headquartered in Martins
Ferry, Ohio.  At December 31, 2009 the Company  has one
wholly-owned subsidiary bank, The Citizens Savings Bank, Martins Ferry, Ohio
(CITIZENS, or the Bank). The Bank operates two divisions for marketing purposes,
The Community Bank, a division of The Citizens Savings Bank and The Citizens
Bank, a division of The Citizens Savings Bank.




On
September 19, 2008, CITIZENS assumed from the Federal Deposit Insurance
Corporation (“FDIC”) the deposits of three banking offices of a failed
institution in Belmont County, Ohio.  Deposits assumed in the transaction
totaled approximately $39.3 million.  The agreement provided the Bank with the
option to purchase the office premises for the three banking locations.
Management notified the FDIC and acquired two of the former banking locations
for approximately $1.2 million which is the appraised fair value of the
properties.  Management is in the process of building a new banking facility in
the community where it did not acquire and currently leases one of the
properties from the FDIC. The Company paid a premium to the FDIC of
approximately $450,000 for the approximately $39.3 million in deposits
assumed.




CITIZENS
serves customers in northeastern, eastern, southeastern and south central Ohio
and is engaged in the business of commercial and retail banking in Belmont,
Harrison, Jefferson, Tuscarawas, Carroll, Athens, Hocking, and Fairfield
counties and the surrounding localities.  The Bank provides a broad
range of banking and financial services, which includes accepting demand,
savings and time deposits and granting commercial, real estate and consumer
loans.  CITIZENS conducts its business through its main office and
stand alone operations center in Martins Ferry, Ohio and nineteen branches
located in the counties mentioned above.  CITIZENS also offers full
brokerage service through UVEST® member NASD/SIPC.





CITIZENS
has no single customer or related group of customers whose banking activities,
whether through deposits or lending, would have a material impact on the
continued earnings capabilities if those activities were removed.





Competition





The
markets in which CITIZENS operates continue to be highly
competitive.  CITIZENS competes for loans and deposits with other
retail commercial banks, savings and loan associations, finance companies,
credit unions and other types of financial institutions within the Mid-Ohio
valley geographic area along the eastern border of Ohio, extending into the
northern panhandle of West Virginia and the Tuscarawas and Carroll County
geographic areas of northeastern Ohio.  CITIZENS also encounters
similar competition for loans and deposits throughout the Athens, Hocking, and
Fairfield County geographic areas of central and southeastern Ohio.





Supervision
and Regulation





General





The
Company is a corporation organized under the laws of the State of
Ohio.  The business in which the Company and its subsidiary are
engaged is subject to extensive supervision, regulation and examination by
various bank regulatory authorities.  The supervision, regulation and
examination to which the Company and its subsidiary are subject are intended
primarily for the protection of depositors and the deposit insurance funds that
insure the deposits of banks, rather than for the protection of
shareholders.





Several
of the more significant regulatory provisions applicable to banks and bank
holding companies to which the Company and CITIZENS are subject are discussed
below.  To the extent that the following information describes
statutory or regulatory provisions, it is qualified in its entirety by reference
to the particular statutory provisions.  Any change in applicable law
or regulation may have a material effect on the business and prospects of the
Company and CITIZENS.








Regulatory
Agencies





The
Company is a registered bank holding company and is subject to inspection,
examination and supervision by the Board of Governors of the Federal Reserve
System (the “Federal Reserve Board”) pursuant to the Bank Holding Company Act of
1956, as amended.





CITIZENS
is an Ohio chartered commercial bank.  It is subject to regulation and
examination by both the Ohio Division of Financial Institutions (the “ODFI”) and
the FDIC.





The Holding Company





As a
holding company incorporated and doing business within the State of Ohio, the
Company is subject to regulation and supervision under the Bank Holding Act of
1956, as amended (the "Act").  The Company is required to file with
the Federal Reserve Board on quarterly basis information pursuant to the
Act.  The Federal Reserve Board may conduct examinations or
inspections of the Company and CITIZENS.





The
Company is required to obtain prior approval from the Federal Reserve Board for
the acquisition of more than five percent of the voting shares or substantially
all of the assets of any bank or bank holding company.  In addition,
the Company is generally prohibited by the Act from acquiring direct or indirect
ownership or control of more than five percent of the voting shares of any
company which is not a bank or bank holding company and from engaging directly
or indirectly in activities other than those of banking, managing or controlling
banks or furnishing services to its subsidiaries.  The Company may,
however, subject to certain prior approval requirements of the Federal Reserve
Board, engage in, or acquire shares of companies engaged in activities which are
deemed by the Federal Reserve Board by order or by regulation to be financial in
nature or closely related to banking.





On
November 12, 1999, the Gramm-Leach-Bliley Act (the "GLB Act") was enacted into
law.  The GLB Act made sweeping changes with respect to the
permissible financial services which various types of financial institutions may
now provide.  The Glass-Steagall Act, which had generally prevented
banks from affiliation with securities and insurance firms, was
repealed.  Pursuant to the GLB Act, bank holding companies may elect
to become a "financial holding company," provided that all of the depository
institution subsidiaries of the bank holding company are “well capitalized” and
“well managed” under applicable regulatory standards.





Under the
GLB Act, a bank holding company that has elected to become a financial holding
company may affiliate with securities firms and insurance companies and engage
in other activities that are financial in nature.  Activities that are
"financial in nature" include securities underwriting, dealing and
market-making, sponsoring mutual funds and investment companies, insurance
underwriting and agency, merchant banking, and activities that the Federal
Reserve Board has determined to be closely related to banking.  No
Federal Reserve Board approval is required for the Company to acquire a company,
other than a bank holding company, bank or savings association, engaged in
activities that are financial in nature or incidental to activities that are
financial in nature, as determined by the Federal Reserve
Board.  Prior Federal Reserve Board approval is required before the
Company may acquire the beneficial ownership or control of more than five
percent of the voting shares, or substantially all of the assets, of a bank
holding company, bank or savings association.  If any subsidiary bank
of the Company ceases to be "well capitalized" or "well managed" under
applicable regulatory standards, the Federal Reserve Board may, among other
actions, order the Company to divest the subsidiary
bank.  Alternatively, the Company may elect to conform its activities
to those permissible for a bank holding company that is not also a financial
holding company.  If any subsidiary bank of the Company receives a
rating under the Community Reinvestment Act of 1977 of less than satisfactory,
the Company will be prohibited from engaging in new activities or acquiring
companies other than bank holding companies, banks or savings
associations.  The Company is not a financial holding company and has
no current intention of making such an election.





The Bank





General. CITIZENS is
an Ohio-chartered bank that is not a member of the Federal Reserve System.
CITIZENS is therefore regulated by the ODFI as well as the FDIC. The regulatory
agencies have the authority to regularly examine CITIZENS, which is subject to
all applicable rules and regulations promulgated by its supervisory agencies. In
addition, the deposits of CITIZENS are insured by the FDIC to the fullest extent
permitted by law.





Deposit Insurance. As
an FDIC-insured institution, CITIZENS is required to pay deposit insurance
premium assessments to the FDIC. The FDIC has adopted a risk-based assessment
system under which all insured depository institutions are placed into one of
nine categories and assessed insurance premiums based upon their respective
levels of capital and results of supervisory evaluations. Institutions
classified as well-capitalized (as defined by the FDIC) and considered healthy
pay the lowest premium while institutions that are less than adequately
capitalized (as defined by the FDIC) and considered of substantial supervisory
concern pay the highest premium. Risk classification of all insured institutions
is made by the FDIC for each semi-annual assessment period.





The FDIC
imposed a special assessment equal to five basis points of assets less Tier 1
capital as of June 30, 2009 payable on September 30, 2009 and reserved
the right to impose additional special assessments. In lieu of further special
assessments, on November 12, 2009 the FDIC approved a final rule to require
all insured depository institutions to prepay their estimated risk-based
assessments for the fourth quarter of 2009, and for all of 2010, 2011, and 2012
on December 30, 2009. For purposes of estimating future assessments, an
institution would assume 5% annual growth in the assessment base and a three
basis point increase in the current assessment rate for 2011 and 2012. The
prepaid assessment would be applied against the actual assessment until
exhausted. Any funds remaining after June 30, 2013 would be returned to the
institution. If the prepayment would impair an institution’s liquidity or
otherwise create significant hardship, it could apply for an
exemption.





The FDIC
may terminate the deposit insurance of any insured depository institution if the
FDIC determines, after a hearing, that the institution has engaged or is
engaging in unsafe or unsound practices, is in an unsafe or unsound condition to
continue operations or has violated any applicable law, regulation, order, or
any condition imposed in writing by, or written agreement with, the FDIC. The
FDIC may also suspend deposit insurance temporarily during the hearing process
for a permanent termination of insurance if the institution has no tangible
capital. Management of the Company is not aware of any activity or condition
that could result in termination of the deposit insurance of
CITIZENS.





Capital Requirements.
The Federal Reserve Board, ODFI and FDIC require banks
and holding companies to maintain minimum capital ratios. The “risk-adjusted”
capital guidelines for CITIZENS and the Company involve a mathematical process
of assigning various risk weights to different classes of assets, then
evaluating the sum of the risk-weighted balance sheet structure against
CITIZENS’s and Company’s capital base. The rules set the minimum guidelines for
the ratio of capital to risk-weighted assets (including certain off-balance
sheet activities, such as standby letters of credit) at 8%. Tier 1 Capital is
comprised of common equity, retained earnings, and a limited amount of perpetual
preferred stock less certain intangible items. At least half of the total
capital is to be Tier 1 Capital. The remainder may consist of a limited amount
of subordinated debt, other preferred stock, and a portion of the loan loss
reserves (not to exceed 1.25% of risk-weighted assets). CITIZENS anticipates
maintaining capital at a level sufficient to be classified as “well capitalized”
pursuant to the Federal Reserve guidelines.





In
addition, the federal banking regulatory agencies have adopted leverage capital
guidelines for banks and bank holding companies. Under these guidelines, banks
and bank holding companies must maintain a minimum ratio of three percent (3%)
Tier 1 Capital to total assets. However, most banking organizations are expected
to maintain capital ratios well in excess of the minimum level and generally
must keep their Tier 1 ratio at or above 5%. CITIZENS intends to maintain
capital well above the regulatory minimum.





The
capital requirements described above are minimum requirements. Higher capital
levels will be required if warranted by the particular circumstances or risk
profiles of individual institutions. For example, the regulations provide that
additional capital may be required to take adequate account of, among other
things, interest rate risk or the risks posed by concentrations of credit,
nontraditional activities or securities trading activities. As of
December 31, 2009, CITIZENS exceeded its minimum regulatory capital
requirements with a total risk-based capital ratio of 13.5%, a Tier 1 risk-based
capital ratio of 12.7% and a Tier 1 leverage ratio of 8.1%.





In
addition to the minimum regulatory capital requirements discussed above,
provisions contained in the Federal Deposit Insurance Corporation Improvement
Act (“FDICIA”) expressly provide for certain supervisory actions which are
directly keyed to the capital levels of an insured depository institution. These
“prompt corrective action” provisions impose progressively more restrictive
constraints on operations, management and capital distributions of a particular
institution as its regulatory capital decreases. Using Tier 1 risk-based, total
risk-based, and Tier 1 leverage capital ratios as the relevant measures, FDIC
insured depository institutions are grouped into one of the following five
prompt corrective action capital categories: well capitalized, adequately
capitalized; undercapitalized; significantly undercapitalized; and critically
undercapitalized. An institution is considered well capitalized if it has a
total risk-based capital ratio of at least 10%, a Tier 1 risk-based capital
ratio of at least 6% and a Tier 1 leverage capital ratio of at least 5%,
provided, however, such institution is not subject to a written advisement,
order or capital directive to meet and maintain a specific capital level for any
particular capital measure. An adequately capitalized institution must have a
total risk-based capital ratio of at least 8%, a Tier 1 risk-based capital ratio
of at least 4% and a Tier 1 leverage capital ratio of at least 4% (3% if the
institution has achieved the highest composite rating in its most recent
examination). At December 31, 2009, CITIZENS satisfied all requirements for
inclusion in the “well capitalized” category.





Dividends. Ohio law
prohibits CITIZENS, without the prior approval of the ODFI, from paying
dividends in an amount greater than the lesser of its undivided profits or the
total of its net income for that year, combined with its retained net income
from the preceding two years. The payment of dividends by any financial
institution or its holding company is also affected by the requirement to
maintain adequate capital pursuant to applicable capital adequacy guidelines and
regulations, and a financial institution generally is prohibited from paying any
dividends if, following payment thereof, the institution would be
under-capitalized. As described above, CITIZENS exceeded its minimum capital
requirements under applicable guidelines as of December 31,
2009.





Branching Authority.
Ohio chartered banks have the authority under Ohio law to establish branches
anywhere in the State of Ohio, subject to receipt of all required regulatory
approvals. Additionally, in May 1997 Ohio adopted legislation “opting in”
to the provisions of Riegle-Neal Interstate Banking and Branching Efficiency Act
of 1994 (the “Interstate Act”) which allows banks to establish interstate branch
networks through acquisitions of other banks, subject to certain conditions,
including certain limitations on the aggregate amount of deposits that may be
held by the surviving bank and all of its insured depository institution
affiliates. The establishment of de novo interstate branches or the acquisition
of individual branches of a bank in another state (rather than the acquisition
of an out-of-state bank in its entirety) is also allowed by the Riegle-Neal Act
and authorized by Ohio law.





Affiliate
Transactions. Various governmental requirements, including Sections 23A
and 23B of the Federal Reserve Act, limit borrowings by holding companies and
non-bank subsidiaries from affiliated insured depository institutions, and also
limit various other transactions between holding companies and their non-bank
subsidiaries, on the one hand, and their affiliated insured depository
institutions on the other.  Section 23A of the Federal Reserve Act
also generally requires that an insured depository institution's loan to its
non-bank affiliates be secured, and Section 23B of the Federal Reserve Act
generally requires that an insured depository institution's transactions with
its non-bank affiliates be on arms-length terms.





Depositor Preference.
The Federal Deposit Insurance Act provides that, in the event of the
“liquidation or other resolution” of an insured depository institution, the
claims of depositors of the institution, including the claims of the FDIC as
subrogee of insured depositors, and certain claims for administrative expenses
of the FDIC as a receiver, will have priority over other general unsecured
claims against the institution. If an insured depository institution fails,
insured and uninsured depositors, along with the FDIC, will have priority in
payment ahead of unsecured, non deposit creditors and shareholders of the
institution.





Privacy Provisions of
Gramm-Leach-Bliley Act. Under GLB, federal banking regulators adopted
rules that limit the ability of banks and other financial institutions to
disclose non-public information about consumers to non-affiliated third parties.
These limitations require disclosure of privacy policies to consumers and, in
some circumstances, allow consumers to prevent disclosure of certain personal
information to non-affiliated third parties. The privacy provisions of GLB
affect how consumer information is transmitted through diversified financial
companies and conveyed to outside vendors.





Anti-Money Laundering
Provisions of the USA Patriot Act of 2001. On October 26, 2001, the
USA Patriot Act of 2001 (the “Patriot Act”) was signed into law. The Patriot Act
is intended to strengthen U.S. law enforcement’s and the intelligence
community’s ability to work cohesively to combat terrorism on a variety of
fronts. The potential impact of the Patriot Act on financial institutions of all
kinds is significant and wide-ranging. The Patriot Act contains sweeping
anti-money laundering and financial transparency laws and requires various
regulations, including: (a) due diligence requirements for financial
institutions that administer, maintain, or manage private bank accounts or
correspondent accounts for non-U.S. persons; (b) standards for verifying
customer identification at account opening; and (c) rules to promote
cooperation among financial institutions, regulators and law enforcement
entities in identifying parties that may be involved in terrorism or money
laundering.





Fiscal and Monetary
Policies. CITIZENS’s business and earnings are affected significantly by
the fiscal and monetary policies of the federal government and its agencies.
CITIZENS is particularly affected by the policies of the Federal Reserve Board,
which regulates the supply of money and credit in the United States. Among the
instruments of monetary policy available to the Federal Reserve are
(a) conducting open market operations in United States government
securities, (b) changing the discount rates of borrowings of depository
institutions, (c) imposing or changing reserve requirements against
depository institutions’ deposits, and (d) imposing or changing reserve
requirements against certain borrowing by banks and their affiliates. These
methods are used in varying degrees and combinations to affect directly the
availability of bank loans and deposits, as well as the interest rates charged
on loans and paid on deposits. For that reason alone, the policies of the
Federal Reserve Board have a material effect on the earnings of
CITIZENS.





Additional and Pending
Regulation. CITIZENS is also subject to federal regulation as to such
matters as the maintenance of required reserves against deposits, limitations in
connection with affiliate transactions, limitations as to the nature and amount
of its loans and investments, regulatory approval of any merger or
consolidation, issuance or retirement by CITIZENS of its own securities and
other aspects of banking operations. In addition, the activities and operations
of CITIZENS are subject to a number of additional detailed, complex and
sometimes overlapping laws and regulations. These include state usury and
consumer credit laws, state laws relating to fiduciaries, the Federal
Truth-in-Lending Act and Regulation Z, the Federal Equal Credit Opportunity
Act and Regulation B, the Fair Credit Reporting Act, the Truth in Savings
Act, the Community Reinvestment Act, anti-redlining legislation and antitrust
laws.





Congress
regularly considers legislation that may have an impact upon the operation of
the Company and CITIZENS. At this time, the Company is unable to predict whether
any proposed legislation will be enacted and, therefore, is unable to predict
the impact such legislation may have on the operations of the
Company.





Employees





The
Company itself, as a holding company, has no compensated
employees.  CITIZENS has 122 full time employees, with 30 of these
serving in a management capacity, and 43 part time employees.





Industry
Segments





United
Bancorp and its subsidiary are engaged in one line of business,
banking.  Item 8 of this 10-K provides financial information for
United Bancorp’s business.





Statistical Disclosures by
Bank Holding Companies





I
            Distribution
      of Assets, Liabilities and Stockholders’ Equity; Interest Rates and
      Interest Differential





Refer to
Management’s Discussion and Analysis “Average Balances, Net Interest Income and
Yields Earned and Rates Paid” beginning on page 22 of our 2009 Annual Report,
which is incorporated by reference.





II     Investment
Portfolio





A
              The following table sets forth
      the carrying amount of securities at December 31, 2009 and
      2008.





December
      31,2009
                  
                  
                  2008(In
      thousands)Available
      for sale (at fair value)U.S.
      Govt. and agency obligations
                  
                  $
                  57,204
                  
                  
                  $
                  87,386Mortgage-backed
      obligations
                  
                  
                  13,031
                  
                  
                  
                  16,290State
      and municipal obligations
                  
                  
                  26,344
                  
                  
                  
                  25,736Other
      securities
                  
                  
                  6
                  
                  
                  
                  4$
                  96,585
                  
                  
                  $
                  129,416Held
      to maturity (at cost)State
      and municipal obligations
                  
                  $
                  14,277
                  
                  
                  $
                  15,687








B
            Contractual
      maturities of securities at year-end 2009 were as
  follows:




Amortized
              Cost
            
            
            Estimated
              Fair Value
            
            
            Average Tax
              Equivalent YieldAvailable
      for SaleUS
      Government agency obligationsUnder
      1 Year
            
            $
            ––
            
            
            $
            ––
            
            
            
            0.00
            %1 -
      5 Years
            
            
            ––
            
            
            
            ––
            
            
            
            0.00
            %5 -
      10 Years
            
            
            5,981
            
            
            
            5,970
            
            
            
            2.27
            %Over
      10 Years
            
            
            51,683
            
            
            
            51,234
            
            
            
            4.95
            %Total
            
            
            57,664
            
            
            
            57,204
            
            
            
            4.67
            %Mortgage-backed
      securitiesUnder
      1 Year
            
            
            ––
            
            
            
            ––
            
            
            
            0.00
            %1 -
      5 Years
            
            
            533
            
            
            
            547
            
            
            
            4.18
            %5 -
      10 Years
            
            
            11,510
            
            
            
            12,042
            
            
            
            4.64
            %Over
      10 Years
            
            
            423
            
            
            
            442
            
            
            
            4.92
            %Total
            
            
            12,466
            
            
            
            13,031
            
            
            
            4.63
            %State
      and municipal obligationsUnder
      1 Year
            
            
            125
            
            
            
            127
            
            
            
            7.04
            %1 -
      5 Years
            
            
            2,261
            
            
            
            2,314
            
            
            
            5.08
            %5 -
      10 Years
            
            
            8,118
            
            
            
            8,269
            
            
            
            5.74
            %Over
      10 Years
            
            
            15,496
            
            
            
            15,634
            
            
            
            5.97
            %Total
            
            
            26,000
            
            
            
            26,344
            
            
            
            5.82
            %Other
      securitiesEquity
      securities
            
            
            4
            
            
            
            6
            
            
            
            0.00
            %Total
      securities available for sale
            
            $
            96,134
            
            
            $
            96,585
            
            
            
            4.98
            %Held
      to MaturityState
      and municipal obligationsUnder
      1 Year
            
            $
            1,209
            
            
            $
            1,236
            
            
            
            7.60
            %1 -
      5 Years
            
            
            3,030
            
            
            
            3,163
            
            
            
            6.31
            %5 -
      10 Years
            
            
            5,301
            
            
            
            5,477
            
            
            
            6.27
            %Over
      10 Years
            
            
            4,737
            
            
            
            4,767
            
            
            
            6.12
            %Total
      securities available for sale
            
            $
            14,277
            
            
            $
            14,643
            
            
            
            6.10
            %







C
            Excluding
      holdings of U.S. Government agency obligations, there were no investments
      in securities of any one issuer exceeding 10% of the Company’s
      consolidated shareholders’ equity at December 31,
  2009.








III
              Loan
      Portfolio





A    Types
of Loans





The
amounts of gross loans outstanding at December 31, 2009, 2008, 2007, 2006 and
2005 are shown in the following table according to types of
loans:





December 31,2009
                  
                  
                  2008
                  
                  
                  2007
                  
                  
                  2006
                  
                  
                  2005(In thousands)Commercial
      loans
                  
                  $
                  83,073
                  
                  
                  $
                  67,830
                  
                  
                  $
                  59,785
                  
                  
                  $
                  40,512
                  
                  
                  $
                  32,675Commercial
      real estate loans
                  
                  
                  67,650
                  
                  
                  
                  72,311
                  
                  
                  
                  74,660
                  
                  
                  
                  92,895
                  
                  
                  
                  97,706Real
      estate loans
                  
                  
                  62,128
                  
                  
                  
                  59,807
                  
                  
                  
                  58,524
                  
                  
                  
                  56,167
                  
                  
                  
                  57,746Installment
      loans
                  
                  
                  44,875
                  
                  
                  
                  38,270
                  
                  
                  
                  41,675
                  
                  
                  
                  41,943
                  
                  
                  
                  43,884Total
      loans
                  
                  $
                  257,726
                  
                  
                  $
                  238,218
                  
                  
                  $
                  234,644
                  
                  
                  $
                  231,517
                  
                  
                  $
                  232,011





Construction
loans were not significant at any date indicated above.





B     Maturities
and Sensitivities of Loans to Changes in Interest Rates


The
following is a schedule of commercial and commercial real estate loans at
December 31, 2009 maturing within the various time frames
indicated:





One Year or
                      Less
                    
                    
                    One Through
                      Five Years
                    
                    
                    After
                      Five Years
                    
                    
                    Total(In thousands)Commercial
      loans
                    
                    $
                    41,299
                    
                    
                    $
                    17,786
                    
                    
                    $
                    23,988
                    
                    
                    $
                    83,073Commercial
      real estate loans
                    
                    
                    198
                    
                    
                    
                    12,874
                    
                    
                    
                    54,578
                    
                    
                    
                    67,650Total
                    
                    $
                    41,497
                    
                    
                    $
                    30,660
                    
                    
                    $
                    78,566
                    
                    
                    $
                    150,723





The
following is a schedule of fixed-rate and variable-rate commercial and
commercial real estate loans at December 31, 2009 due to mature after one
year:





Fixed Rate
                                
                                
                                Variable Rate
                                
                                
                                Total > One
                                  Year(In thousands)Commercial
      loans
                                
                                $
                                16,464
                                
                                
                                $
                                25,310
                                
                                
                                $
                                41,774Commercial
      real estate loans
                                
                                
                                8,422
                                
                                
                                
                                59,030
                                
                                
                                
                                67,452Total
                                
                                $
                                24,886
                                
                                
                                $
                                84,340
                                
                                
                                $
                                109,226





Variable
rate loans are those loans with floating or adjustable interest
rates.





C     Risk
Elements





1.      Nonaccrual,
Past Due, Restructured and Impaired Loans





The
following schedule summarizes nonaccrual loans, accruing loans which are
contractually 90 days or more past due, and impaired loans at December 31, 2009,
2008, 2007, 2006 and 2005:




December 31,2009
                                                                                                                          
                                                                                                                          
                                                                                                                          
                                                                                                                          2008
                                                                                                                          
                                                                                                                          
                                                                                                                          
                                                                                                                          2007
                                                                                                                          
                                                                                                                          
                                                                                                                          
                                                                                                                          2006
                                                                                                                          
                                                                                                                          
                                                                                                                          
                                                                                                                          2005(In thousands)Nonaccrual
      basis (1)
                                                                                                                          
                                                                                                                          $
                                                                                                                          5,426
                                                                                                                          
                                                                                                                          
                                                                                                                          $
                                                                                                                          5,398
                                                                                                                          
                                                                                                                          
                                                                                                                          $
                                                                                                                          1,822
                                                                                                                          
                                                                                                                          
                                                                                                                          $
                                                                                                                          3,396
                                                                                                                          
                                                                                                                          
                                                                                                                          $
                                                                                                                          1,144Accruing
      loans 90 days or greater past due (4)
                                                                                                                          
                                                                                                                          
                                                                                                                          971
                                                                                                                          
                                                                                                                          
                                                                                                                          
                                                                                                                          1,573
                                                                                                                          
                                                                                                                          
                                                                                                                          
                                                                                                                          2,585
                                                                                                                          
                                                                                                                          
                                                                                                                          
                                                                                                                          55
                                                                                                                          
                                                                                                                          
                                                                                                                          
                                                                                                                          417Impaired
      loans (2) (3)
                                                                                                                          
                                                                                                                          
                                                                                                                          4,728
                                                                                                                          
                                                                                                                          
                                                                                                                          
                                                                                                                          7,523
                                                                                                                          
                                                                                                                          
                                                                                                                          
                                                                                                                          3,399
                                                                                                                          
                                                                                                                          
                                                                                                                          
                                                                                                                          3,122
                                                                                                                          
                                                                                                                          
                                                                                                                          
                                                                                                                          875Impaired
      loan with related allowance for unconfirmed losses (5)
                                                                                                                          
                                                                                                                          
                                                                                                                          3,265
                                                                                                                          
                                                                                                                          
                                                                                                                          
                                                                                                                          5,571
                                                                                                                          
                                                                                                                          
                                                                                                                          
                                                                                                                          2,347
                                                                                                                          
                                                                                                                          
                                                                                                                          
                                                                                                                          1,012
                                                                                                                          
                                                                                                                          
                                                                                                                          
                                                                                                                          ––Impaired
      loan without related allowance for unconfirmed losses (6)
                                                                                                                          
                                                                                                                          
                                                                                                                          1,463
                                                                                                                          
                                                                                                                          
                                                                                                                          
                                                                                                                          1,952
                                                                                                                          
                                                                                                                          
                                                                                                                          
                                                                                                                          1,052
                                                                                                                          
                                                                                                                          
                                                                                                                          
                                                                                                                          2,110
                                                                                                                          
                                                                                                                          
                                                                                                                          
                                                                                                                          875





(1)
              There
      were 4 restructured loans by 1 borrower in 2008 totaling $609,000. For
      years 2005 and 2006, all of the Company’s impaired loans were on a
      nonaccrual basis. For 2008, the nonaccruing loans includes $4,866,000 of
      impaired loans and for 2009, includes $4,159,000 of impaired
      loans.





(2)
              Loans
      considered impaired under the provisions of ASC 310-10-35-16 and interest
      recognized on a cash received basis were not material for 2005 and 2006,
      inclusive. Interest  recognized on impaired loans was $121,000,
      $421,000, and $84,000 for the years ended December 31, 2009, 2008 and
      2007, respectively..





(3)
              Additional
      information incorporated by reference on page 43 of the Notes to
      Consolidated Financial Statements set forth in our 2009 Annual Report,
      which is incorporated herein by
reference.





(4)
              Includes
      impaired loans totaling $477,000 in 2009 and $1,108,000 in
      2008.





(5)
              There
      were  no loans past due greater than 90 days and still
      accruing within this category as of December 31, 2009. Includes $3,173,000
      of nonaccrrual loans at December 31, 2009. Includes $214,000 of loans
      past due greater than 90 days and still accruing and $4,707,000 of
      nonaccrrual loans at December 31,
2008.





(6)
              Includes
      $477,000 of accruing loans past due greater than 90 days and $986,000 of
      nonaccrual loans at December 31,
2009.





The
additional amount of interest income that would have been recorded on nonaccrual
loans, had they been current, totaled approximately $318,000 and $342,000 for
the years ended December 31, 2009 and 2008, respectively.  At those
dates, all impaired loans were commercial or commercial real estate
loans.





The
Company’s policy is to generally not allow loans greater than 90 days past due
to accrue interest unless the loan is both well secured and in the process of
collection.  Interest income is not reported when full loan repayment
is doubtful, typically when the loan is impaired.  Payments received
on such loans are reported as principal reductions.





2.      Potential
Problem Loans





The
Company had no potential problem loans as of December 31, 2009 which have not
been disclosed in Table C 1., but where known information about possible credit
problems of borrowers causes management to have serious doubts as to the ability
of such borrowers to comply with the present loan repayment terms and which may
result in disclosure of such loans into one of the problem loan
categories.





3.      Loan Concentrations





Refer to
Page 67, Note 19 of Notes to Consolidated Financial Statements set forth in our
2009 Annual Report, which is incorporated herein by
reference.





IV
Summary of Loan Loss Experience





The
allowance for loan losses is a valuation allowance for probable incurred credit
losses, increased by the provision for loan losses and decreased by charge-offs
less recoveries.  Management estimates the allowance balance required
based on past loan loss experience, the nature and volume of the portfolio,
information about specific borrower situations and estimated collateral values,
economic conditions and other factors.  Allocations of the allowance
may be made for specific loans, but the entire allowance is available for any
loan that, in management’s judgment, should be charged-off.  Loan
losses are charged against the allowance when management believes the
uncollectibility of a loan balance is confirmed. The Company accounts for
impaired loans in accordance with ASC 310-10-35-16, “Accounting for Creditors
for Impairment of a Loan.”  ASC 310-10-35-16 requires that impaired
loans be measured based upon the present value of expected future cash flows
discounted at the loan’s effective interest rate or, as an alternative, at the
loan’s observable market price or fair value of the collateral. A loan is
defined under ASC 310-10-35-16 as impaired when, based on current information
and events, it is probable that a creditor will be unable to collect all amounts
due according to the contractual terms of the loan agreement.  In
applying the provisions of ASC 310-10-35-16, the Company considers its
investment in one-to-four family residential loans and consumer installment
loans to be homogenous and therefore excluded from separate identification for
evaluation of impairment.  With respect to the Company’s investment in
nonresidential and multi-family residential real estate loans, and its
evaluation of impairment thereof, such loans are generally collateral dependent
and, as a result, are carried as a practical expedient at the fair value of the
collateral.





Collateral
dependent loans which are more than ninety days delinquent are considered to
constitute more than a minimum delay in repayment and are evaluated for
impairment under ASC 310-10-35-16 at that time.


For
additional explanation of factors which influence management’s judgment in
determining amounts charged to expense, refer to pages 13,14 and 16 of the
“Management’s Discussion and Analysis” and Notes to Consolidated Financial
Statements set forth in our 2009 Annual Report, which is incorporated herein by
reference.





A         Analysis
of the Allowance for Loan Losses





The
following schedule presents an analysis of the allowance for loan losses,
average loan data and related ratios for the years ended December 31, 2009,
2008, 2007, 2006 and 2005:





2009
                
                
                2008
                
                
                2007
                
                
                2006
                
                
                2005(In thousands)LoansGross
      loans outstanding
                
                $
                257,726
                
                
                $
                238,218
                
                
                $
                234,644
                
                
                $
                231,517
                
                
                $
                232,011Average
      loans outstanding
                
                $
                243,599
                
                
                $
                235,670
                
                
                $
                228,673
                
                
                $
                234,436
                
                
                $
                224,945Allowance
      for Loan LossesBalance
      at beginning of year
                
                $
                2,770
                
                
                $
                2,447
                
                
                $
                2,345
                
                
                $
                2,904
                
                
                $
                2,995Loan
      charge-offs:Commercial
                
                
                125
                
                
                
                92
                
                
                
                206
                
                
                
                1,420
                
                
                
                89Commercial
      real estate
                
                
                1,038
                
                
                
                94
                
                
                
                145
                
                
                
                ––
                
                
                
                185Real
      estate
                
                
                295
                
                
                
                320
                
                
                
                204
                
                
                
                350
                
                
                
                146Installment
                
                
                472
                
                
                
                560
                
                
                
                583
                
                
                
                370
                
                
                
                342Total
      loan charge-offs
                
                
                1,930
                
                
                
                1,066
                
                
                
                1,138
                
                
                
                2,140
                
                
                
                762Loan
      recoveriesCommercial
                
                
                18
                
                
                
                12
                
                
                
                9
                
                
                
                22
                
                
                
                7Commercial
      real estate
                
                
                8
                
                
                
                ––
                
                
                
                7
                
                
                
                ––
                
                
                
                37Real
      estate
                
                
                56
                
                
                
                23
                
                
                
                45
                
                
                
                34
                
                
                
                13Installment
                
                
                143
                
                
                
                166
                
                
                
                186
                
                
                
                148
                
                
                
                202Total
      loan recoveries
                
                
                225
                
                
                
                201
                
                
                
                247
                
                
                
                204
                
                
                
                259Net
      loan charge-offs
                
                
                1,705
                
                
                
                865
                
                
                
                891
                
                
                
                1,936
                
                
                
                503Provision
      for loan losses
                
                
                1,325
                
                
                
                1,188
                
                
                
                993
                
                
                
                1,377
                
                
                
                412Balance
      at end of year
                
                $
                2,390
                
                
                $
                2,770
                
                
                $
                2,447
                
                
                $
                2,345
                
                
                $
                2,904Ratio
      of net charge-offs to average loans outstanding for the
    year
                
                
                0.70
                %
                
                
                0.37
                %
                
                
                0.39
                %
                
                
                0.83
                %
                
                
                0.22
                %








2009
                
                
                2008
                
                
                2007
                
                
                2006
                
                
                2005(In thousands)Net
      loan charge-offsCommercial
                
                $
                107
                
                
                $
                80
                
                
                $
                197
                
                
                $
                1,398
                
                
                $
                82Commercial
      real estate
                
                
                1,030
                
                
                
                94
                
                
                
                138
                
                
                
                ––
                
                
                
                148Real
      estate
                
                
                239
                
                
                
                297
                
                
                
                159
                
                
                
                316
                
                
                
                133Installment
                
                
                329
                
                
                
                394
                
                
                
                397
                
                
                
                222
                
                
                
                140Total
      net loan charge-offs
                
                $
                1,705
                
                
                $
                865
                
                
                $
                891
                
                
                $
                1,936
                
                
                $
                503Commercial
      Balance
                
                $
                83,073
                
                
                $
                67,830
                
                
                $
                50,785
                
                
                $
                40,512
                
                
                $
                32,675Commercial
      Charge-off Percentage
                
                
                0.129
                %
                
                
                0.118
                %
                
                
                0.330
                %
                
                
                3.451
                %
                
                
                0.251
                %Commercial
      Real Estate
                
                $
                67,650
                
                
                $
                72,311
                
                
                $
                74,660
                
                
                $
                92,895
                
                
                $
                97,706Commercial
      RE Charge-off Percentage
                
                
                1.523
                %
                
                
                0.130
                %
                
                
                0.185
                %
                
                
                0.000
                %
                
                
                0.151
                %Real
      Estate
                
                $
                62,128
                
                
                $
                59,807
                
                
                $
                58,524
                
                
                $
                56,167
                
                
                $
                57,746Real
      Estate Charge-off Percentage
                
                
                0.385
                %
                
                
                0.497
                %
                
                
                0.272
                %
                
                
                0.563
                %
                
                
                0.230
                %Installment
                
                $
                44,875
                
                
                $
                38,270
                
                
                $
                41,675
                
                
                $
                41,942
                
                
                $
                43,884Installment
      Charge-off Percentage
                
                
                0.733
                %
                
                
                1.030
                %
                
                
                0.953
                %
                
                
                0.529
                %
                
                
                0.319
                %





B         Allocation
of the Allowance for Loan Losses





The
following table allocates the allowance for loan losses at December 31, 2009,
2008, 2007, 2006 and 2005.  Management adjusts the allowance
periodically to account for changes in national trends and economic conditions
in the Bank’s  service areas.  The allowance has been
allocated according to the amount deemed to be reasonably necessary to provide
for the probability of losses being incurred within the following categories of
loans at the dates indicated:





2009
                  
                  
                  2008
                  
                  
                  2007
                  
                  
                  2006
                  
                  
                  2005Allowance
                    Amount
                  
                  
                  % of Loans
                    to Total
                    Loans
                  
                  
                  Allowance
                    Amount
                  
                  
                  % of Loans
                    to Total
                    Loans
                  
                  
                  Allowance
                    Amount
                  
                  
                  % of Loans
                    to Total
                    Loans
                  
                  
                  Allowance
                    Amount
                  
                  
                  % of Loans
                    to Total
                    Loans
                  
                  
                  Allowance
                    Amount
                  
                  
                  % of Loans
                    to Total
                    Loans(In
      thousands)Loan
      typeCommercial
                  
                  $
                  1,041
                  
                  
                  
                  32.23
                  %
                  
                  $
                  1,236
                  
                  
                  
                  28.47
                  %
                  
                  $
                  765
                  
                  
                  
                  25.48
                  %
                  
                  $
                  636
                  
                  
                  
                  17.50
                  %
                  
                  $
                  1,092
                  
                  
                  
                  14.09
                  %Commercial
      real estate
                  
                  
                  848
                  
                  
                  
                  26.25
                  %
                  
                  
                  1,141
                  
                  
                  
                  30.35
                  %
                  
                  
                  974
                  
                  
                  
                  31.82
                  %
                  
                  
                  777
                  
                  
                  
                  40.12
                  %
                  
                  
                  502
                  
                  
                  
                  42.11
                  %Real
      estate
                  
                  
                  100
                  
                  
                  
                  24.11
                  %
                  
                  
                  153
                  
                  
                  
                  25.11
                  %
                  
                  
                  117
                  
                  
                  
                  24.94
                  %
                  
                  
                  138
                  
                  
                  
                  24.26
                  %
                  
                  
                  310
                  
                  
                  
                  24.89
                  %Installment
                  
                  
                  251
                  
                  
                  
                  17.41
                  %
                  
                  
                  176
                  
                  
                  
                  16.07
                  %
                  
                  
                  243
                  
                  
                  
                  17.76
                  %
                  
                  
                  442
                  
                  
                  
                  18.12
                  %
                  
                  
                  739
                  
                  
                  
                  18.91
                  %General
                  
                  
                  150
                  
                  
                  
                  N/A
                  
                  
                  
                  64
                  
                  
                  
                  N/A
                  
                  
                  
                  348
                  
                  
                  
                  N/A
                  
                  
                  
                  352
                  
                  
                  
                  N/A
                  
                  
                  
                  261
                  
                  
                  
                  N/ATotal
                  
                  $
                  2,390
                  
                  
                  
                  100.00
                  %
                  
                  $
                  2,770
                  
                  
                  
                  100.00
                  %
                  
                  $
                  2,447
                  
                  
                  
                  100.00
                  %
                  
                  $
                  2,345
                  
                  
                  
                  100.00
                  %
                  
                  $
                  2,904
                  
                  
                  
                  100.00
                  %




V         Deposits





A     Schedule
of Average Deposit Amounts and Rates





Refer
      to Management’s Discussion and Analysis and Results of Operations “Average
      Balances, Net Interest Income and Yields Earned and Rates Paid” set forth
      in our 2009 Annual Report and incorporated herein by
      reference.





B     Maturity
analysis of time deposits greater than $100,000.





The time
to remaining maturity for time deposits in excess of $100,000 are:





2009(In thousands)Three
      months or less
                  
                  $
                  4,129Over
      three through six months
                  
                  
                  7,945Over
      six through twelve months
                  
                  
                  21,311Over
      twelve months
                  
                  
                  18,245Total
                  
                  $
                  51,630





VI       Return
on Equity and Assets





Our
dividend payout ratio and equity to assets ratio were as follows:





December 31,2009
                  
                  
                  2008Dividend
      Payout Ratio
                  
                  
                  98.86
                  %
                  
                  
                  72.01
                  %Equity
      to Assets
                  
                  
                  7.90
                  %
                  
                  
                  7.67
                  %





For other
ratios refer to the inside front cover of our 2009 Annual Report to
Shareholders, incorporated herein by reference.





VII     Short-Term
Borrowings





Information
concerning securities sold under agreements to repurchase is summarized as
follows:





2009
                  
                  
                  2008(Dollars in thousands)Balance
      at December 31,
                  
                  $
                  10,012
                  
                  
                  $
                  6,759Weighted
      average interest rate at December 31
                  
                  
                  0.39
                  %
                  
                  
                  1.45
                  %Average
      daily balance during the year
                  
                  $
                  10,999
                  
                  
                  $
                  9,063Average
      interest rate during the year
                  
                  
                  0.39
                  %
                  
                  
                  1.60
                  %Maximum
      month-end balance during the year
                  
                  $
                  13,329
                  
                  
                  $
                  11,981





Securities
sold under agreements to repurchase are financing arrangements whereby the
Company sells securities and agrees to repurchase the identical securities at
the maturities of the agreements at specified prices.





Information
concerning the cash management line of credit from the Federal Home Loan Bank of
Cincinnati, Ohio is summarized as follows:





2009
                    
                    
                    2008(Dollars in thousands)Balance
      at December 31,
                    
                    $
                    ––
                    
                    
                    $
                    ––Weighted
      average interest rate at December 31
                    
                    
                    ––
                    
                    
                    
                    3.51
                    %Average
      daily balance during the year
                    
                    $
                    ––
                    
                    
                    $
                    20,115Average
      interest rate during the year
                    
                    
                    ––
                    
                    
                    
                    2.37
                    %Maximum
      month-end balance during the year
                    
                    $
                    ––
                    
                    
                    $
                    42,000





No other
individual component of borrowed funds comprised more than 30% of shareholders’
equity and accordingly is not disclosed in detail.





Supplemental Item -
Executive Officers of the Registrant





Pursuant
to General Instruction G(3) of Form 10-K, the following information on the
executive officers of the Company is included as an additional item in Part
I:





Executive
      Officers Positions held with Company;Name
                                    
                                    Age
                                    
                                    Business
      ExperienceJames
      W. Everson
                                    
                                    71
                                    
                                    Chairman,
      President and Chief Executive OfficerScott
      Everson
                                    
                                    42
                                    
                                    Senior
      Vice President and Chief Operating OfficerRandall
      M. Greenwood
                                    
                                    46
                                    
                                    Senior
      Vice President, Chief Financial Officer, Secretary
    /TreasurerTimothy
      L. Kelley
                                    
                                    53
                                    
                                    Vice
      President – Chief Commercial Banking OfficerElmer
      K. Leeper
                                    
                                    43
                                    
                                    Vice
      President – Chief Retail Banking OffierJames
      A. Lodes
                                    
                                    64
                                    
                                    Vice
      President – Chief Lending OfficerMichael
      A. Lloyd
                                    
                                    41
                                    
                                    Vice
      President – Chief Information OfficerMatthew
      F. Branstetter
                                    
                                    42
                                    
                                    Vice
      President – Assistant Chief Lending
Officer




Each
individual has held the position noted during the past five years, except for
the following:




Timothy L. Kelley
                            
                            53
                            
                            Vice
      President  Chief
      Commercial BankingElmer K. Leeper
                            
                            43
                            
                            Vice
      President  Chief
      Retail BankingMatthew
      F. Branstetter
                            
                            42
                            
                            Vice
      President  Assistant
      Chief Lending
Officer





Each of
these Executive Officers are serving at-will in their current
positions.  The Officers have held the positions for the following
time periods: James W. Everson, 27 years,  Scott A. Everson , 8 years,
James A. Lodes, 14 years, Michael Lloyd, 7 years and Randall M. Greenwood, 12
years.





Item
1A. Risk Factors





Smaller
Reporting Companies are not required to provide this disclosure.





Item
1B. Unresolved Staff Comments





None.





Item
2    Properties





The
Company owns and operates its Main Office and stand alone operations center in
Martins Ferry, Ohio and the following offices:





Location
                            
                            Owned or Leased
                            
                            Location
                            
                            Owned or LeasedBridgeport,
      Ohio
                            
                            Owned
                            
                            Sherrodsville,
      Ohio
                            
                            OwnedColerain,
      Ohio
                            
                            Owned
                            
                            Glouster,
      Ohio
                            
                            OwnedJewett,
      Ohio
                            
                            Owned
                            
                            Glouster,
      Ohio
                            
                            OwnedSt.
      Clairsville, Ohio
                            
                            Leased
                            
                            Amesville,
      Ohio
                            
                            OwnedDover,
      Ohio
                            
                            Owned
                            
                            Nelsonville,
      Ohio
                            
                            OwnedDellroy,
      Ohio
                            
                            Owned
                            
                            Lancaster,
      Ohio
                            
                            OwnedNew
      Philadelphia, Ohio
                            
                            Owned
                            
                            Lancaster,
      Ohio
                            
                            OwnedStrasburg,
      Ohio
                            
                            Owned
                            
                            Lancaster,
      Ohio
                            
                            OwnedTiltonsville,
      Ohio
                            
                            LeasedDillonvale,
      Ohio
                            
                            LeasedSt.
      Clairsville, Ohio
                            
                            Owned





Management
believes the properties described above to be in good operating condition for
the purpose for which they are used.  The properties are unencumbered
by any mortgage or security interest and are, in management’s opinion,
adequately insured.





Item
      3
            Legal
      Proceedings





There are
no material legal proceedings, other than ordinary routine litigation incidental
to its business, to which the Company or its subsidiary is a party or to which
any of its property is subject.





PART
II





Item
      4
            Market
      for Registrant’s Common Equity, Related Shareholder Matters and Issuer
      Purchases of Equity Securities





Refer to
Page 7, “Shareholder Information” of the 2009 Annual Report To Shareholders and
refer to Page 38, Note 1 of the Notes to the Consolidated Financial Statements
of the Company in the 2009 Annual Report To Shareholders for common stock
trading ranges, cash dividends declared and information relating to dividend
restrictions, which are incorporated herein by reference.





Unregistered
Sales of Equity Securities and Use of Proceeds


ISSUER
PURCHASES OF EQUITY SECURITIES





Period
              
              (a)
                Total Number of
                Shares (or Units)
                Purchased
              
              
              (b)
                Average Price Paid
                per Share (or Unit)
              
              
              (c)
                Total Number of
                Shares (or Units)
                Purchased as Part
                of Publicly
                Announced Plans
                or Programs
              
              
              (d)
                Maximum Number (or
                Approximate Dollar
                Value) of Shares (or
                Units) that May Yet Be
                Purchased Under the
                Plans or ProgramsMonth
      #l
                10/1/2009
      to
                10/31/2009
              
              
              ––
              
              
              
              ––
              
              
              
              ––
              
              
              $
              1,735,810Month
      #2
                11/1/2009
      to
                11/30/2009
              
              
              ––
              
              
              
              ––
              
              
              
              ––
              
              
              $
              1,735,810Month
      #3
                12/1/2009
      to
                12/31/2009
              
              
              ––
              
              
              
              ––
              
              
              
              ––
              
              
              $
              1,735,810Total
              
              
              ––
              
              
              
              ––
              
              
              
              ––
              
              
              $
              1,735,810





United
Bancorp purchased these shares under a stock purchase program publicly announced
by a press release issued on November 18, 2008, under which its Board of
Directors authorized management to cause the Company to purchase up to $2
million of its common shares over a two-year period.  Such
authorization will expire on November  18, 2010.





Item
      5
            Selected
      Consolidated Financial Data





Refer to
inside front cover, “Decade of Progress” of the 2009 Annual Report To
Shareholders, which is incorporated herein by reference.





Item
      6
            Management’s
      Discussion and Analysis of Financial Condition and Results of
      Operations





Refer to
Pages 12-25, “Management’s Discussion and Analysis” of the 2009 Annual Report To
Shareholders.





Critical
Accounting Policy





The
consolidated financial statements are prepared in accordance with accounting
principles generally accepted in the United States of America and follow general
practices within the financial services industry.  The application of
these principles requires management to make certain estimates, assumptions and
judgements that affect the amounts reported in the financial statements and
footnotes.  These estimates, assumptions and judgements are based on
information available as of the date of the financial statements, and as this
information changes, the financial statements could reflect different estimates,
assumptions, and judgements.





The
procedures for assessing the adequacy of the allowance for loan losses reflect
our evaluations of credit risk after careful consideration of all information
available to management.  In developing this assessment, management
must rely on estimates and exercise judgement regarding matters where the
ultimate outcome is unknown such as economic factors, development affecting
companies in specific industries and issues with respect to single
borrowers.  Depending on changes in circumstances, future assessments
of credit risk may yield materially different results, which may require an
increase or a decrease in the allowance for loan losses.





The
allowance is regularly reviewed by management to determine whether the amount is
considered adequate to absorb probable losses.  This evaluation
includes specific loss estimates on certain individually reviewed loans,
statistical losses, estimates for loan pools that are based on historical loss
experience, and general loss estimates that are based on the size, quality and
concentration characteristics of the various loan portfolios, adverse situations
that may affect a borrower’s ability to repay, and current economic and industry
conditions.  Also considered as part of that judgement is a review of
the Bank’s trends in delinquencies and loan losses, and economic
factors.





The
allowance for loan losses is maintained at a level believed adequate by
management to absorb probable losses inherent in the loan
portfolio.  Management’s evaluation of the adequacy of the allowance
is an estimate based on management’s current judgement about the credit quality
of the loan portfolio.  While the Company strives to reflect all known
risk factors in its evaluation, judgement errors may occur.





Item
6A Quantitative and Qualitative Disclosures About Market Risk





Refer to
Page 18-20 “Asset/Liability Management and Sensitivity to Market Risks” of the
2009 Annual Report to Shareholders, which is incorporated herein by
reference.





Item
7    Financial Statements and Supplementary
Data





Refer to
the 2009 Annual Report To Shareholders, which is incorporated herein by
reference.





Item
8    Changes In and Disagreements With
Accountants





Not applicable.





Item
8A Controls and Procedures





The
Company, under the supervision, and with the participation, of its management,
including the Company's Chief Executive Officer and Chief Financial Officer,
evaluated the effectiveness of the design and operation of the Company's
disclosure controls and procedures as of December 31, 2009, pursuant to the
requirements of Exchange Act Rule 13a-15. Based upon that evaluation, the Chief
Executive Officer and Chief Financial Officer concluded that the Company's
disclosure controls and procedures were effective as of December 31, 2009, in
timely alerting them to material information relating to the Company (including
its consolidated subsidiaries) required to be included in the Company's periodic
SEC filings.





Management
is responsible for establishing and maintaining adequate internal control over
financial reporting for the Company.  Under the supervision and with
the participation of management, including our principal
executive  and principal financial officers, we conducted an
evaluation of the effectiveness of our internal control over financial reporting
based on the framework in Internal Control – Integrated
Framework issued by the Committee of Sponsoring Organizations of the
Treadway Commission, as required by paragraph (c) of § 240.13a-15 of this
chapter.  Based on the evaluation under Internal Control – Integrated
Framework, management concluded that the Company’s internal control over
financial reporting was effective as of December 31, 2009.  This
annual report does not include an attestation report of the Company’s registered
public accounting firm regarding internal control over financial
reporting.  Management’s report was not subject to attestation by the
Company’s independent registered public accounting firm pursuant to temporary
rules of the Securities and Exchange Commission that permit the Company to
provide only management’s report in this annual report.





There was
no change in the Company's internal control over financial reporting that
occurred during the Company's fiscal quarter ended December 31, 2009 that has
materially affected, or is reasonably likely to materially affect, the Company's
internal control over financial reporting.





Item
      8B
            Other
      Information





None.





PART
III





Item
9    Directors and Executive Officers of the
Registrant





Information
concerning executive officers of the Company is set forth in Part I,
“Supplemental Item – Executive Officers of Registrant.”  Other
information responding to this Item 10 is included in the Registrant’s Proxy
Statement for the 2010 Annual Meeting of Shareholders and is incorporated by
reference under the captions “Proposal 1 – Election of Directors” and “Section
16(a) Beneficial Ownership Reporting Compliance”.  Information
concerning the designation of the Audit Committee and the Audit Committee
Financial Expert is included in the Registrant’s Proxy Statement for the 2010
Annual Meeting of Shareholders under the caption “Committees of the Board –
Audit Committee”, and is incorporated herein by reference.





The
Company's Board of Directors has adopted a Code of Ethics that applies to its
Principal Executive, Principal Financial, and Principal Accounting Officers. A
copy of the Company's Code of Ethics is posted and can be viewed on the
Company's internet web site at http://www.unitedbancorp.com.
In the event the Company amends or waives any provision of its Code of Ethics
which applies to its Principal Executive, Principal Financial, or Principal
Accounting Officers, and which relates to any element of the code of ethics
definition set forth in Item 406(b) of Regulation S-K, the Company shall post a
description of the nature of such amendment or waiver on its internet web site.
With respect to a waiver of any relevant provision of the code of ethics, the
Company shall also post the name of the person to whom the waiver was granted
and the date of the waiver grant.





Item
10  Executive Compensation





The
information required by this item is incorporated by reference from the section
of the Registrant’s Proxy Statement for the 2009 Annual Meeting of Shareholders
captioned “Executive Compensation and Other Information”.





Item
11  Security Ownership of Certain Beneficial Owners and Management and
Related Stock Holder Matters





The
information contained in the Registrant’s Proxy Statement for the 2009 Annual
Meeting of Shareholders under the caption “Ownership of Voting Shares” is
incorporated herein by reference.





The
following table is a disclosure of securities authorized for issuance under
equity compensation plans:





Equity Compensation Plan InformationNumber of securities to be
                    issued upon exercise of
                    outstanding options, warrants
                    and rights
                  
                  
                  Weighted-average exercise
                    price of outstanding options,
                    warrants and rights
                  
                  
                  Number of securities remaining
                    available for future issuance
                    under equity compensation
                    plans (excluding securities
                    reflected in column (a))Equity
      compensation plans approved by
                    security
      holders
                  
                  
                  53,714
                  
                  
                  $
                  10.69
                  
                  
                  
                  320,000Equity
      compensation plans not approved
                    by
      security holdersTotal
                  
                  
                  53,714
                  
                  
                  $
                  10.69
                  
                  
                  
                  320,000





Item
12  Certain Relationships and Related Transactions





The
information required by this item is incorporated herein by reference to the
sections in the Registrant’s Proxy Statement for the 2010 Annual Meeting of
Shareholders captioned “Director Independence and Related Party
Transactions.”





Item
      13
            Principal
      Accountant Fees and Services





The
information required by this item is incorporated by reference from
the section under the caption “Principal Accounting Firm Fees” of the
Registrant’s Proxy Statement for the 2010 Annual Meeting of
Shareholders.





PART
IV





Item
14  Exhibits and Financial Statement/Schedules





Financial Statements





(a)
            The
      following Consolidated Financial Statements and related Notes to
      Consolidated Financial Statements, together with the report of the
      Independent Registered Public Accounting Firm, appear on pages 26 through
      74 of the United Bancorp, Inc. 2009 Annual Report and are incorporated
      herein by reference.





Consolidated
Balance Sheets


December
31, 2009 and 2008





Consolidated
Statements of Income


Years
Ended December 31, 2009 and 2008





Consolidated
Statements of Stockholders’ Equity


Years
Ended December 31, 2009 and 2008





Consolidated
Statements of Cash Flows


Years
Ended December 31, 2009 and 2008





Notes to
Consolidated Financial Statements


December
31, 2009 and 2008





Report of
Independent Registered Public Accounting Firm





EXHIBITS





Exhibit Number
                  
                  Exhibit Description2
                  
                  Purchase
      and Assumption Agreement dated September 18, 2008 (7)3.1
                  
                  Amended
      Articles of Incorporation (1)3.2
                  
                  Amended
      and Restated Code of Regulations (2)4.0
                  
                  Instruments
      Defining the Rights of Security Holders (See Exhibits 3.1 and
      3.2)10.1
                  
                  James
      W. Everson Change in Control Agreement (3)10.2
                  
                  Randall
      M. Greenwood Change in Control agreement (3)10.3
                  
                  Scott
      A. Everson Change in Control Agreement (3)10.5
                  
                  James
      A. Lodes Change in Control Agreement (3)10.6
                  
                  Michael
      A. Lloyd Change in Control Agreement (3)10.7
                  
                  United
      Bancorp, Inc. Stock Option Plan (4)10.8
                  
                  United
      Bancorp, Inc. and Subsidiaries Director Supplemental Life Insurance Plan,
      covering Messrs. Hoopingarner, McGehee, Riesbeck and Thomas.
      (5)10.9
                  
                  United
      Bancorp, Inc. and Subsidiaries Senior Executive Supplemental Life
      Insurance Plan, covering James W. Everson, Scott A. Everson, Randall M.
      Greenwood, Michael A. Lloyd and James A. Lodes. (5)10.10
                  
                  United
      Bancorp, Inc. and United Bancorp, Inc. Affiliate Banks Directors Deferred
      Compensation Plan. (5)10.11
                  
                  Amended
      and Restated Trust Agreement among United Bancorp, Inc. as Depository,
      Wilmington Trust Company, as Property Trustee, Wilmington Trust Company,
      as Delaware Trustee, and Administrative Trustees, dated as of November 17,
      2005. (6)10.12
                  
                  Junior
      Subordinated Indenture between United Bancorp, Inc. and Wilmington Trust
      Company, as Trustee, dated as of November 17, 2005. (6)10.13
                  
                  Guaranty
      Agreement between United Bancorp, Inc., as Guarantor, and Wilmington Trust
      Company, as Guarantee Trustee, dated as of November 17, 2005.
      (6)10.14
                  
                  United
      Bancorp, Inc. 2008 Stock Incentive Plan (8)13
                  
                  2009
      Annual Report21
                  
                  Subsidiaries
      of the Registrant (5)23.1
                  
                  Consent
      of BKD, LLP31.1
                  
                  Rule
      13a-14(a) Certification – CEO31.2
                  
                  Rule
      13a-14(a) Certification – CFO32.1
                  
                  Section
      1350 Certification – CEO32.2
                  
                  Section
      1350 Certification –
CFO





(1)
            Incorporated
      by reference to Appendix B to the registrant’s Definitive Proxy Statement
      filed with the Securities and Exchange Commission on March 14,
      2001.





(2)
            Incorporated
      by reference to Exhibit 3.2 to the registrant’s 10-Q filed with the
      Securities and Exchange Commission on August 13,
  2009.





(3)
            Incorporated
      by reference to the registrant’s 10-K filed with the Securities and
      Exchange Commission on March 27,
2003.





(4)
            Incorporated
      by reference to Exhibit A to the registrant’s Definitive Proxy Statement
      filed with the Securities and Exchange Commission on March 11,
      1996.





(5)
            Incorporated
      by reference to the registrant’s 10-K filed with the Securities and
      Exchange Commission on March 29,
2004.





(6)
              Incorporated
      by reference to the registrant’s 10-K filed with the Securities and
      Exchanges Commission on March 30,
2006.





(7)
              Incorporated
      by reference to the registrant’s 8-K filed with the Securities and
      Exchange Commission on September 24,
2008.





(8)
              Incorporated
      by reference to the registrant’s 8-K filed with the Securities and
      Exchange Commission on April 22,
2008.







United
Bancorp Inc.
 Signatures
 Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.





(Registrant)
United Bancorp, Inc.





By:
              /s/James W. Everson
              
              March
      23, 2010James
      W. Everson, Chairman, President & CEO





Pursuant
to the requirements of the Securities Exchange Act of 1934, this report has been
signed below by the following persons on behalf of the registrant and in the
capacities and on the dates indicated.





By:
              /s/James W. Everson
              
              March
      23, 2010James
      W. Everson, Chairman, President & CEO





By:
                            /s/Scott A. Everson
                            
                            March
      23, 2010Scott
      A. Everson, Senior Vice President & Chief Operating
      OfficerBy:
                            /s/Randall M. Greenwood
                            
                            March
      23, 2010Randall
      M. Greenwood, Senior Vice President & CFOBy:
                            /s/Terry A. McGhee
                            
                            March
      23, 2010Terry
      A. McGhee, DirectorBy:
                            /s/John M. Hoopingarner
                            
                            March
      23, 2010John
      M. Hoopingarner, DirectorBy:
                            /s/Richard L. Riesbeck
                            
                            March
      23, 2010Richard
      L. Riesbeck, DirectorBy:
                            /s/Samual J. Jones
                            
                            March
      23, 2010Samual
      J. Jones , DirectorBy:
                            /s/Matthew C. Thomas
                            
                            March
      23, 2010Matthew
      C. Thomas, Director







United
Bancorp Inc.
 Exhibit
Index





Exhibit Number
              
              Exhibit Description2
              
              Purchase
      and Assumption Agreement dated September 18, 2008 (7)3.1
              
              Amended
      Articles of Incorporation (1)3.2
              
              Amended
      and Restated Code of Regulations (2)4.0
              
              Instruments
      Defining the Rights of Security Holders (See Exhibits 3.1 and
      3.2)10.1
              
              James
      W. Everson Change in Control Agreement (3)10.2
              
              Randall
      M. Greenwood Change in Control agreement (3)10.3
              
              Scott
      A. Everson Change in Control Agreement (3)10.5
              
              James
      A. Lodes Change in Control Agreement (3)10.6
              
              Michael
      A. Lloyd Change in Control Agreement (3)10.7
              
              United
      Bancorp, Inc. Stock Option Plan (4)10.8
              
              United
      Bancorp, Inc. and Subsidiaries Director Supplemental Life Insurance Plan,
      covering Messrs. Hoopingarner, McGehee, Riesbeck and Thomas.
      (5)10.9
              
              United
      Bancorp, Inc. and Subsidiaries Senior Executive Supplemental Life
      Insurance Plan, covering James W. Everson, Scott A. Everson, Randall M.
      Greenwood, Michael A. Lloyd and James A. Lodes. (5)10.10
              
              United
      Bancorp, Inc. and United Bancorp, Inc. Affiliate Banks Directors Deferred
      Compensation Plan. (5)10.11
              
              Amended
      and Restated Trust Agreement among United Bancorp, Inc. as Depository,
      Wilmington Trust Company, as Property Trustee, Wilmington Trust Company,
      as Delaware Trustee, and Administrative Trustees, dated as of November 17,
      2005. (6)10.12
              
              Junior
      Subordinated Indenture between United Bancorp, Inc. and Wilmington Trust
      Company, as Trustee, dated as of November 17, 2005. (6)10.13
              
              Guaranty
      Agreement between United Bancorp, Inc., as Guarantor, and Wilmington Trust
      Company, as Guarantee Trustee, dated as of November 17, 2005.
      (6)10.14
              
              United
      Bancorp, Inc. 2008 Stock Incentive Plan (8)13
              
              2008
      Annual Report21
              
              Subsidiaries
      of the Registrant (5)23.1
              
              Consent
      of BKD, LLP31.1
              
              Rule
      13a-14(a) Certification – CEO31.2
              
              Rule
      13a-14(a) Certification – CFO32.1
              
              Section
      1350 Certification – CEO32.2
              
              Section
      1350 Certification – CFO








(1)
            Incorporated
      by reference to Appendix B to the registrant’s Definitive Proxy Statement
      filed with the Securities and Exchange Commission on March 14,
      2001.





(2)
            Incorporated
      by reference to Exhibit 3.2 to the registrant’s 10-Q filed with the
      Securities and Exchange Commission on August 13,
  2009.





(3)
            Incorporated
      by reference to the registrant’s 10-K filed with the Securities and
      Exchange Commission on March 27,
2003.





(4)
            Incorporated
      by reference to Exhibit A to the registrant’s Definitive Proxy Statement
      filed with the Securities and Exchange Commission on March 11,
      1996.





(5)
            Incorporated
      by reference to the registrant’s 10-K filed with the Securities and
      Exchange Commission
      on        March 29,
      2004.





(6)
            Incorporated
      by reference to the registrant’s 10-K filed with the Securities and
      Exchanges Commission on March 30,
2006.





(7)
            Incorporated
      by reference to the registrant’s 8-K filed with the Securities and
      Exchange Commission on September 24,
2008.





(8)
            Incorporated
      by reference to the registrant’s 8-K filed with the Securities and
      Exchange Commission on April 22,
2008.