UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-QSB

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

For the quarterly period ended March 31, 2004

OR

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

Commission File No: 000-49781

First Security Bancorp, Inc.

(Name
of small business issuer in its charter)

|Kentucky                                                      |  | 61-1364206                         
|------------------------------------------------------------- |  | -----------------------------------
|                                                              |  |                                    
|(State of other jurisdiction ofincorporation or organization) |  | (I.R.S. EmployerIdentification No.)

| | 318 East Main Street, Lexington, Kentucky 40507 | 
| | ----------------------------------------------- | 
| |                                                 | 
| | (Address of principal executive offices)        | 

| | (859) 367-3700              | 
| | --------------------------- | 
| | (Issuers telephone number) | 

Check whether the issuer: (1) filed
all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the
past 12 months (or for such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past 90 days. Yes
[X] No [ ]

State the number of shares
outstanding of each of the issuers classes of common equity, as of the latest
practicable date: 1,558,690 shares of common stock as of April 26, 2004.

Transitional Small Business
Disclosure format (check one): Yes [ ] No[X]

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FIRST SECURITY BANCORP, INC.

TABLE OF CONTENTS

PART I-FINANCIAL
INFORMATION

Item 1.   Financial Statements
Item 2.  Managements
Discussion and Analysis or Plan of Operation
Item 3.  Controls and Procedures

PART II-OTHER INFORMATION
Item 6.  Exhibits and Reports on Form 8-K

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PART I  FINANCIAL
INFORMATIONItem 1. Financial Statements

FIRST SECURITY BANCORP, INC.
                      CONSOLIDATED CONDENSED BALANCE SHEETS
(Dollar amounts in thousands, except for per share data)

---

`(Unaudited)                        (Unaudited)
                                                                   March 31      December 31          March 31
                                                                       2004             2003             2003
                                                                       ----             ----             ----
ASSETS
Cash and due from banks                                          $     3,777      $     4,820       $     3,423
Federal funds sold                                                    14,425           25,193            14,120
                                                                 -----------      -----------       -----------
   Total cash and cash equivalent                                     18,202           30,013            17,543
Securities available-for-sale                                         39,516           38,624            41,237
Loans held for sale                                                      354              407             2,865
Loans, net of allowance of $2,384, $2,379and $2,570                  158,817          158,733           157,619
Federal Home Loan Bank stock                                             800              772               750
Foreclosed assets                                                         74              119               300
Premises and equipment, net                                            7,480            7,585             7,520
Goodwill                                                                 106              106                 -
Other intangible assets                                                   39               43                67
Accrued interest receivable and other assets                           1,425            1,856             2,314
                                                                 -----------      -----------       -----------
                                                                 $   226,813      $   238,258       $   230,215
                                                                 ===========      ===========       ===========


LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities
 Deposits
   Noninterest bearing                                           $    21,582      $    24,581       $    19,713
   Interest bearing                                                  159,674          166,059           171,883
                                                                 -----------      -----------       -----------
       Total deposits                                                181,256          190,640           191,596
Federal funds purchased and repurchase agreements                      7,563            8,874             4,608
Federal Home Loan Bank advances                                       11,956           12,512            14,157
Note Payable                                                           5,000            5,000                 -
Accrued interest payable and other liabilities                           639            1,120               922
                                                                 -----------      -----------       -----------
   Total liabilities                                                 206,414          218,146           211,283

Commitments and contingent liabilities

Shareholders' equity
   Common stock, no par value:  5,000,000 shares
      authorized; March 31, 2004 and December 31, 2003
      - 1,558,690 shares issued, March 31, 2003 -
     1,470,722 shares issued                                           8,926            8,926             8,457
Additional paid-in capital                                             8,926            8,926             8,457
Retained earnings                                                      2,253            2,052             1,555
Accumulated other comprehensive income                                   294              208               463
                                                                 -----------      -----------       -----------
                 Total shareholders' equity                           20,399           20,112            18,932
                                                                 -----------      -----------       -----------
                                                                 $   226,813      $   238,258       $   230,215
                                                                 ===========      ===========       ===========`

See Notes to Consolidated Condensed Financial Statements
                                  Page 1 of 25

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FIRST SECURITY BANCORP, INC.
             CONSOLIDATED CONDENSED STATEMENTS OF INCOME (Unaudited)
For the Three Month Periods Ended March 31(Dollar amounts in thousands, except for per share
data)

---

`2004             2003
                                                                                     ----             ----
Interest Income
   Loans, excluding fees                                                       $     2,281       $     2,647
   Taxable securities                                                                  316               196
   Tax exempt securities                                                                17               126
   Federal funds sold and other                                                         48                20
                                                                               -----------       -----------
                                                                                     2,662             2,989
Interest expense
   Deposits                                                                          1,028             1,339
   Federal funds purchased and repurchase agreements                                    12                13
   Federal Home Loan Bank advances                                                     127               146
   Note payable and other debt                                                          47                 -
                                                                               -----------       -----------
                                                                                     1,214             1,498
                                                                               -----------       -----------

Net interest income                                                                   1,448             1,491

  n for loan losses                                                                      25               145
                                                                                -----------       -----------

Net interest income after provision for loan losses                                   1,423             1,346

Noninterest income
   Service charges on deposit accounts                                                  148               183
   Net gains on sales of loans                                                           79               241
   Net gains on sales of securities                                                     243                 -
   Other                                                                                 39                36
                                                                                -----------       -----------
                                                                                        509               460

Noninterest expense
   Salaries and employee benefits                                                       787               854
   Occupancy and equipment                                                              310               272
   Data processing                                                                      120                98
   Legal and professional fees                                                          106                78
   Advertising                                                                           34                40
   Other                                                                                286               337
                                                                                -----------       -----------
                                                                                      1,643             1,679
                                                                                -----------       -----------
Income before income taxes                                                              289               127
Income tax expense                                                                       88                 4
                                                                                -----------       -----------
Net income                                                                      $       201       $       123
                                                                                ===========       ===========

Weighted average common shares outstanding:
   Basic                                                                                1,559             1,464
   Diluted                                                                              1,563             1,517

Earnings per share
   Basic                                                                          $       .13       $       .08
   Diluted                                                                                .13               .08`

See Notes to Consolidated Condensed Financial Statements
                                  Page 2 of 25

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FIRST SECURITY BANCORP, INC.
CONSOLIDATED CONDENSED STATEMENTS OF CHANGE IN SHAREHOLDERS EQUITY (Unaudited)
(Share and dollar amounts in thousands)

---

`Accumulated
                                                                                       Other            Total
                                     Common Stock      Paid-In     Retained        Comprehensive    Shareholders'
                                  Shares    Amount     Capital     Earnings           Income           Equity
                                  ------    ------     -------     --------           ------           ------

Balance, January 1, 2004          1,559    $ 8,926    $  8,926    $    2,052       $     208       $    20,112

Comprehensive Income:
  Net income                          -          -           -           201               -               201

Change in unrealized gain on
  securities available for sale,
  net of reclassification
  and tax effects                     -          -           -             -              86                86
                                  -----    -------    --------    ----------      ----------       -----------
                                                                                                           287
Total comprehensive income                                                                        ------------

Balance, March 31, 2004           1,559    $ 8,926    $  8,926    $    2,253       $     294       $    20,399
                                  =====    =======    ========    ==========       =========       ===========`

See Notes to Consolidated Condensed Financial Statements
                                  Page 3 of 25

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FIRST SECURITY BANCORP, INC.
           CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited)
For the Three Month Periods Ended March 31, (Dollar amounts in thousands, except for per share
data)

---

`2004             2003
                                                                                          ----             ----
Cash flows from operating activities
   Net income                                                                      $       201       $       123
   Adjustments to reconcile net income to net
     cash from operating activities:
       Provision for loan losses                                                            25               145
       Depreciation and amortization                                                       122               124
       Net amortization of securities                                                       87                 9
       Net realized gain on sale of securitie                                             (243)                -
       Federal Home Loan Bank stock dividends                                               (8)               (8)
       Originations of loans held for sale                                              (3,623)          (19,428)
       Proceeds from sale of loans                                                       3,676            19,953
   Net change in:
     Accrued interest receivable                                                           127                68
     Other assets                                                                          330              (257)
     Accrued interest payable                                                                -                29
     Other liabilities                                                                    (524)             (148)
                                                                                   -----------       -----------
Net cash from operating activities                                                         170               610

Cash flows from investing activities
   Activity in available-for-sale securities:
     Maturities and principal repayments                                                 3,624             3,989
     Sales                                                                               5,498                 -
     Purchases                                                                          (9,726)           (1,886)
   Net change in loans                                                                    (109)            7,235
   Purchases of premises and equipment, net                                                (14)              (40)
                                                                                   -----------       -----------
Net cash from investing activities                                                        (727)            9,298

Cash flows from financing activities
   Net change in deposits                                                               (9,384)            2,641
   Net change in repurchase agreements and short-term borrowings                        (1,311)           (3,603)
   Repayments of Federal Home Loan Bank advances                                          (559)             (360)
   Proceeds from issuance of common stock                                                    -               144
                                                                                   -----------       -----------
Net cash from financing activities                                                     (11,254)           (1,178)
                                                                                   -----------       -----------

Net change in cash and cash equivalents                                            $   (11,811)      $     8,730

Cash and cash equivalents at beginning of period                                        30,013             8,813
                                                                                   -----------       -----------

Cash and cash equivalents at end of period                                         $    18,202       $    17,543
                                                                                   ===========       ===========

Supplemental cash flow information:
   Interest paid                                                                   $     1,498       $     1,469
   Income tax paid                                                                           -               260`

See Notes to Consolidated Condensed Financial Statements
                                  Page 4 of 25

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FIRST SECURITY BANCORP, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Unaudited)
March 31, 2004

---

NOTE 1  SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation: The
accompanying unaudited consolidated condensed financial statements of First Security
Bancorp, Inc. (the First Security) and its wholly-owned subsidiary First
Security Bank of Lexington, Inc. (FS Bank) have been prepared in accordance
with accounting principles generally accepted in the United States of America for interim
financial information and with the instructions of Form 10-QSB. Accordingly, they do not
include all of the information and footnotes required by accounting principles generally
accepted in the United States of America for complete financial statements. The
accompanying unaudited consolidated condensed financial statements should be read in
conjunction with the consolidated financial statements and notes thereto included in First
Securitys Form 10-KSB annual report for 2003 filed with the Securities and Exchange
Commission. In the opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included. The
consolidated condensed balance sheet of First Security as of December 31, 2003 has been
derived from the audited consolidated balance sheet of First Security. Where appropriate,
some items in the prior period financial statements have been reclassified to conform to
the current presentation. Unless otherwise indicated within the text, dollars are
presented in thousands except for per share data and all data is presented as of or for
the periods ended March 31, 2004 and 2003.

Accounting and Reporting Policies:
The accounting and reporting policies of First Security and FS Bank conform to accounting
principles generally accepted in the United States of America and to predominant practices
within the banking industry. The following summary of significant policies used in the
preparation of First Securitys financial statements should be read in light of a
more detailed discussion of all significant policies appearing in First Securitys
Form 10-KSB as of and for the period ended December 31, 2003.

Operating Segments: Internal
financial information is primarily recorded and aggregated in three lines of business,
retail banking, commercial banking and mortgage banking. While management monitors the
revenue streams of the various products and services, the identifiable segments are not
material and operations are managed and financial performance is evaluated on a
company-wide basis. Accordingly, all financial service operations are considered by
management to be aggregated within one reportable operating segment.

Operating Results: Operating results
for the three month period ending March 31, 2004 are not necessarily indicative of the
results that may be expected for the year ended December 31, 2004.

Stock Compensation: Employee
compensation expense under stock options is reported using the intrinsic value method.
Stock-based compensation cost for options granted employees with an exercise price less
than the market price of the underlying common stock at the date of the grant if material,
is reflected in net income. No stock-based compensation cost for options granted employees
and directors with an exercise price equal to or greater than the market price of the
underlying common stock at the date of grant is reflected in net income.

The following table illustrates the
effect on net income and earnings per share if expense was measured for options granted
using the fair value recognition provisions of FASB Statement No. 123, Accounting for
Stock-Based Compensation. Amounts are in thousands, except for per share data.

`2004             2003
                                                                                         ----             ----

   Net income as reported                                                         $       201       $       123
   Deduct:  Stock-based compensation expense
     determined under fair value based method                                             (41)             (121)
                                                                                  -----------       -----------
   Pro forma net income                                                           $       160       $         2
                                                                                  ===========       ===========

   Basic earnings per share as reported                                           $       .13       $       .08
   Pro forma basic earnings per share                                                     .10                 -

   Diluted earnings per share as reported                                         $       .13       $       .08
   Pro forma diluted earnings per share                                                   .10                 -`

Page 5 of 25

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FIRST SECURITY BANCORP, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Unaudited)March 31, 2004

---

NOTE 2  SECURITIES

The fair value of available-for-sale
securities and the related gross unrealized gains and losses recognized in accumulated
other comprehensive income were as follows as of the dates indicated:

`Gross                Gross
                                                                Fair            Unrealized           Unrealized
                                                                Value              Gains                Losses
                                                                -----              -----                ------


         March 31, 2004
              U.S. Government and federal agency           $    10,166        $     120              $         -
              State and municipal                                  896               12                        -
              Mortgage-backed                                   28,454              346                       31
                                                           -----------        ---------              -----------

              Total                                        $    39,516        $     478              $        31
                                                           ===========        =========              ===========

         December 31, 2003
              U.S. Government and federal agency           $     9,437        $      75              $         6
              State and municipal                                2,873               41                        4
              Mortgage-backed                                   26,314              280                       71
                                                           -----------        ---------              -----------

              Total                                        $    38,624        $     396              $        81
                                                           ===========        =========              ===========


         March 31, 2003
              U.S. Government and federal agency           $     2,086        $       7              $         -
              State and municipal                               14,546              506                       19
              Mortgage-backed                                   24,605              194                        -
                                                           -----------        ---------              -----------

              Total                                        $    41,237        $     707              $        19
                                                           ===========        =========              ===========`

Securities with unrealized losses at
March 31, 2004, aggregated by investment category and length of time that individual
securities have been in a continuous unrealized loss position, are as follows:

`12 Months or Less           More than 12 Months             Total
                               ----------------------        -------------------       ------------------------
                               Fair           Unrealized     Fair         Unrealized   Fair           Unrealized
                               Value           Loss          Value          Loss       Value            Loss
                               -----           ----          -----          ----       -----            ----

Description of Securities
U.S. Government and
 federal agency               $      -       $     -        $      -       $    -     $      -     $     -
State and municipal                  -             -               -            -            -           -
Mortgage-backed                  4,080            31               -            -        4,080          31
                              --------       -------        --------       ------     --------     -------

Total temporarily
   impaired with stated
   maturities                 $  4,080       $    31        $      -       $    -     $  4,080     $    31
                              ========       =======        ========       ======     ========     =======`

Page 6 of 25

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FIRST SECURITY BANCORP, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Unaudited)
March 31, 2004

---

NOTE 2  SECURITIES
(Continued)

Unrealized losses on securities have
not been recognized into income because the securities are of high credit quality,
management has the intent and ability to hold for the foreseeable future and the decline
in fair value is largely due to changes in market conditions. The fair value is expected
to recover as the securities approach their maturity date and/or market conditions
improve.

Sales of available-for-sale
securities were as follows for the three month period ended March 31, 2004, the year ended
December 31, 2003 and the three month period ended March 31, 2003:

`March 31      December 31          March 31
                                                           2004             2003              2003
                                                       --------      -----------          --------


           Proceeds                                   $   5,498      $    11,886         $       -
           Gross gains                                      243              698                 -
           Gross losses                                       -                4                 -`

The fair value of debt securities and
carrying amount, if different, at March 31, 2004 by contractual maturity were as follows.
Securities not due at a single maturity date, primarily mortgage-backed securities, are
shown separately.

`Fair
                                                                      Value

           Due in one year or less                                $         -
           Due from one to five years                                   9,117
           Due from five to ten years                                   1,686
           Due after ten years                                            259
           Mortgage-backed                                             28,454
                                                                  -----------

           Total                                                  $    39,516
                                                                  ===========`

Securities pledged at March 31, 2004,
December 31, 2003 and March 31, 2003 had carrying amounts of $12.1 million, $8.8 million
and $5.9 million, respectively, and were pledged to secure public deposits and repurchase
agreements.

At March 31, 2004, December 31, 2003
and March 31, 2003, there were no holdings of securities of any one issuer, other than the
U.S. Government and its agencies, in an amount greater than 10% of shareholders
equity.

Page 7 of 25

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FIRST SECURITY BANCORP, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Unaudited)March 31, 2004

---

NOTE 3  LOANS

Loans were as follows as of the dates
indicated:

`March 31      December 31          March 31
                                                                        2004             2003              2003
                                                                    --------      -----------          --------

   Commercial                                                      $  50,391      $    49,165         $  42,089
   Mortgage loans on real estate:
       Commercial                                                     60,904           61,669            64,052
       Residential                                                    14,179           14,882            17,110
       Construction                                                   17,675           16,990            21,696
       Home equity                                                    11,728           11,488             9,820
   Consumer                                                            5,421            6,035             4,466
   Credit card                                                           903              883               956
                                                                   ---------      -----------         ---------
       Subtotal                                                      161,201          161,112           160,189
   Less allowance for loan losses                                     (2,384)          (2,379)           (2,570)
                                                                   ---------      -----------         ---------
       Loans, net                                                  $ 158,817      $   158,733         $ 157,619
                                                                   =========      ===========         =========`

Substantially all 1-4 single family
first residential mortgage loans are pledged to the Federal Home Loan Bank as collateral
for advances.

Changes in the allowance for loan
losses were as follows for the three month period ended March 31, 2004, the year ended
December 31, 2003 and the three month period ended March 31, 2003:

`March 31      December 31          March 31
                                                                        2004             2003              2003
                                                                   ---------      -----------          --------

   Beginning balance                                               $   2,379      $     2,459         $   2,459
   Loans charged-off                                                     (20)            (858)              (43)
   Recoveries                                                              -              109                 9
   Provision for loan losses                                              25              669               145
                                                                   ---------      -----------         ---------
   Ending balance                                                  $   2,384      $     2,379         $   2,570
                                                                   =========      ===========         =========`

NOTE 4  STOCK
OPTIONS

Stock Award Plan

Options to buy stock are granted to
directors, officers and employees under First Securitys Stock Award Plan
(Stock Plan), which provides for issue of up to 200,000 options. Pursuant to
the Stock Plan, options may be issued which are defined as incentive stock options or as
non-qualified stock options. Incentive stock options are intended to qualify under the
provisions of Internal Revenue Code Section 422 (IRC), which include, among
other things, that the option price be not less than the fair value of the shares as of
the date of grant. Non-qualified stock options are those that do not meet the requirements
of the provisions of the IRC, and, accordingly, may contain terms that are different than
those in place for incentive stock options. The Stock Plan is accounted for in accordance
with Accounting Principles Board Opinion (APB) No. 25, Accounting for Stock Issued
to Employees, and related interpretations.

During the first quarter of 2004,
First Security awarded 26,350 options to employees and 19,000 to non-employee directors.
These options were granted at an exercise price of $17.15, which equaled the market price
for the stock as of the date of the grant.

Page 8 of 25

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FIRST SECURITY BANCORP, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Unaudited)March 31, 2004

---

NOTE 4  STOCK OPTIONS
(Continued)

At March 31, 2004, a summary of the
options outstanding pursuant to the Stock Plan is as follows:

`Outstanding                       Exercisable
                                       -------------------------           ----------------------

                                                         Weighted                        Weighted
              Range of                                    Average                         Average
              Exercise                                   Exercise                        Exercise
               Prices                    Number            Price           Number          Price
               ------                    ------            -----           ------          -----

            $13.75-$15.50                  18,250      $   15.39             16,550    $    15.38
            $16.00-$22.00                 111,350          18.73             81,400         19.10

           Outstanding at period-end      129,600      $   18.26             97,950    $    18.47
                                        =========                          ========`

Other Stock Options

In addition to the above, on December
1, 2003 First Security issued 20,000 options to its chief executive officer with an
exercise price of $14.00, which was below the market price of the shares at the date of
the grant. These options are non-qualified. The difference between the exercise price and
the market price will be recognized as compensation expense over the vesting period in
accordance with Accounting Principles Board Opinion (APB) No. 25, Accounting for
Stock Issued to Employees.

NOTE 5  EARNINGS
PER SHARE

The factors used in the earnings per
share computation for the three month periods ended March 31, 2004 and 2003 were as
follows:

`2004             2003
                                                                                     -------          --------
   Basic
     Net income                                                                   $       201       $       123
                                                                                  ===========       ===========

     Weighted average common shares                                                     1,559             1,464
                                                                                  ===========       ===========

     Basic earnings per common share                                              $       .13       $       .08

   Diluted
     Net income                                                                   $       201       $       123
                                                                                  ===========       ===========

     Weighted average common shares outstanding
       for basic earnings per common share                                              1,559             1,464

     Add: Dilutive effects of assumed exercises of
       Stock warrants                                                                       -                39
       Stock options                                                                        4                14
                                                                                  -----------       -----------

     Average shares and dilutive potential
       common shares                                                                    1,563             1,517
                                                                                  ===========       ===========

     Diluted earnings per common share                                            $       .13       $       .08
                                                                                  ===========       ===========`

Stock options for 106,350 and 65,500
shares of common stock were not considered in computing diluted earnings per common share
for 2004 and 2003, respectively, because they were anti-dilutive.

Page 9 of 25

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PART I  FINANCAL
INFORMATION

The following is a discussion of our
financial condition at March 31, 2004 and 2003, and our results of operations for the
three month periods ended March 31, 2004 and 2003. The purpose of this discussion is to
focus on information about our financial condition and results of operations which is not
otherwise apparent from the unaudited Consolidated Condensed Financial Statements. You
should read the following discussion and analysis along with our unaudited Consolidated
Condensed Financial Statements and the related notes included elsewhere herein, and with
the Form 10-KSB filed by First Security relating to financial information as of and for
the period ended December 31, 2003.

First Security Bancorp, Inc. (the
First Security) may from time to time make written or oral statements,
including statements contained in this report, which may constitute forward-looking
statements within the meaning of Section 21E of the Securities Exchange Act of 1934 (the
Exchange Act). The words expect, anticipate,
intend, consider, plan, believe,
seek, should, estimate, and similar expressions are
intended to identify such forward-looking statements, but other statements may constitute
forward-looking statements. These statements should be considered subject to various risks
and uncertainties. Such forward-looking statements are made based upon managements
belief as well as assumptions made by, and information currently available to, management
pursuant to safe harbor provisions of the Private Securities Litigation Reform
Act of 1995. First Securitys actual results may differ materially from the results
anticipated in forward-looking statements due to a variety of factors. Such factors are
described below and include, without limitation, (i) unanticipated deterioration in the
financial condition of borrowers resulting in significant increases in loan losses and
provisions for those losses, (ii) increased competition with other financial institutions,
(iii) lack of sustained growth in the economy in the Lexington, Kentucky area, (iv) rapid
fluctuations or unanticipated changes in interest rates, (v) the inability of our bank
subsidiary, First Security Bank of Lexington, Inc. (FS Bank) to satisfy
regulatory requirements for its expansion plans, and (vi) changes in the legislative and
regulatory environment. Many of such factors are beyond First Securitys ability to
control or predict, and readers are cautioned not to put undue reliance on such
forward-looking statements. First Security does not intend to update or reissue any
forward-looking statements contained in this report as a result of new information or
other circumstances that may become known to First Security.

First Security is a one-bank holding
company that conducts business through its wholly-owned subsidiary, FS Bank. First
Security was incorporated on February 11, 2000 and became the holding company of FS Bank
through an exchange of shares with FS Bank shareholders. FS Bank is a state chartered
commercial bank organized under the laws of the Commonwealth of Kentucky. FS Bank
commenced operations on November 17, 1997. FS Bank operates as a community bank
emphasizing personalized banking relationships with individuals and businesses located
within the Lexington, Kentucky metropolitan statistical area (MSA). The
Lexington Kentucky MSA is highly competitive with approximately 37 banks and thrift
institutions with offices located within this MSA. The majority of deposits in the MSA are
held by larger regional banking organizations with headquarters outside of the Lexington
market area and the state of Kentucky.

FS Bank offers a variety of products
and services through four full-service offices located in Lexington, a residential
mortgage origination office also located in Lexington, and a second residential mortgage
origination office that is located in Danville, Kentucky, approximately 45 miles southwest
of Lexington. The products and services offered to its customers include checking, savings
and time deposits, loans to individuals and businesses and safe deposit box rentals.
Operating revenues are derived principally from interest and fees on loans and interest
from investment securities that are all held as available for sale.

Page 10 of 25

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For the first quarter of 2004, net
income totaled $201,000 as compared to $123,000 for the first quarter of 2003. The primary
reasons for the improved performance were the recognition of $243,000 in gains from the
sale of securities and a reduction in our provision for loan losses. Other operating
income and non-interest expenses were essentially unchanged from the 2003 period. The
following is a more detailed discussion of results of our operations.

Net Interest  Income.  Net interest income  represents the amount by which interest  earned on various earning assets exceeds  interest

paid on deposits and other
interest-bearing liabilities and is the most significant component of our earnings. For
the quarter ended March 31, 2004, we recorded net interest income of $1,448,000 as
compared to $1,491,000 for the 2003 period. Net interest spread is the difference between
the average yield on earning assets and the average cost of interest bearing funding
sources. Net interest margin is a calculation of the ratio of net interest income to
average earning assets. A summary of the relevant information concerning net interest
margin is as follows (amounts in thousands):

`Three months ended March 31,
                                                     2004             2003
                                                     ----             ----
         Average balances
              Earning assets                    $   219,781      $   216,442
              Funding sources (1)                   207,098          201,655

         Average yields or costs
              Loans                                   5.37%            5.97%
              Earning assets                          4.64%            5.30%
              Deposits                                2.20%            2.98%
              Funding sources                         2.55%            3.36%

         Spread                                       2.09%            1.94%
         Margin                                       2.73%            2.77%`

|1. |  | Funding sources, as used in this context, includes externally obtained funding
               in the form of deposits, repurchase agreements, advances from the Federal Home
               Loan Bank and notes payable.
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

As indicated in the table above, our
net interest spread has increased from 1.94% to 2.09%. The primary reason for this
improvement in our spread is that our cost of funding interest bearing liabilities
(principally in the cost of our deposits) declined by 81 basis points, as compared to the
66 basis point decline in the yield on earning assets. Our net interest margin declined by
4 basis points, which is largely attributable to our maintaining a higher level of federal
funds sold.

Our yield on loans has declined as a
result of the following factors:

| | o |  | Older fixed rate loans, originated at a point in time when interest rates were
substantially higher, are now maturing and being renewed at todays lower interest
rates.
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | o |  | Competitive pressures in the market have increased, with other banks offering interest
rates on loans that are much lower than rates on some of our existing loans, thus causing
us to renegotiate the interest rates to lower levels to maintain the loan relationships.
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Our cost of deposits has also
declined, and at a faster pace than for our loans. The reason for this more rapid decline
is that deposits generally reprice less frequently than loans, as deposits, and
particularly certificates of deposit, are issued for longer periods at fixed rates in
existence at the time of their origination. Thus, the deposits that were repriced in the
first quarter of 2004 were issued as much as four years ago, when the interest rate
environment was substantially higher.

Page 11 of 25

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Provision  for Loan Losses.  The  provision  for loan losses  represents a charge to earnings  necessary to establish an allowance  for

loan losses (ALL) that,
in our managements evaluation, should be adequate to provide coverage for probable
and incurred loss on outstanding loans. The provision for loan losses amounted to $25,000
and $145,000 for the quarters ended March 31, 2004 and 2003, respectively. The decline in
the provision expense relates primarily to lower levels of nonperforming assets between
the periods. See also the discussion of nonperforming assets included elsewhere herein.

Based upon our managements
evaluation of the loan portfolio, our management believes the allowance for loan losses to
be adequate to absorb our estimate of probable and incurred losses existing in the loan
portfolio at the balance sheet date.

Noninterest Income.  FS Bank's noninterest income is composed of several components, some of which vary significantly between

quarterly periods. Service charges on
deposit accounts and other noninterest income generally reflect FS Banks growth,
while fees from the origination of mortgage loans will often reflect market conditions and
fluctuate from period to period. The opportunities for recognition of gains on loans sold
and gains on sales of investment securities may also vary widely from quarter to quarter.

The following is the makeup of our
noninterest income for the three month periods ended March 31, 2004 and 2003 (dollars in
thousands):

`Three months
                                                                  ended March 31,        Net Change
                                                                  2004         2003        Amount
                                                                  ----         ----      --------
   Noninterest income:
       Service charges on deposit accounts                  $       148    $     183    $     (35)
       Net gains on the sale of loans                                79          241         (162)
       Net gains on the sale of securities                          243            -          243
       Other noninterest income                                      39           36            3
                                                            -----------    ---------    ---------
       Total                                                $       509    $     460    $      49
                                                            ===========    =========    =========`

Service charge income for 2004
decreased from that of 2003 due to the termination of our relationship with two large
volume customers who generated large amounts of overdraft and returned check fees.

As shown, the largest component of
noninterest income is gains on sales of securities for the quarter ended March 31, 2004,
as compared to gains on the sale of loans for the quarter ended March 31, 2003. Net gains
on the sale of securities is the sum of gains and losses from the sale, prior to maturity,
of securities held in our portfolio, and since the gains are directly related to the
interest rate environment, are subject to wide fluctuations. Net gains on the sale of
loans includes income from origination fees and points on residential loans made with the
expectation that they will be later sold into the secondary market, and from service
release fees received on these loans from the purchasers. All loans are sold whereby
servicing rights transfer to the buyer. Generally, mortgage origination fees increase in
lower interest rate environments and decrease in rising interest rate environments. As a
result, mortgage origination fees may fluctuate greatly in response to a changing rate
environment.

During 2003, a refinancing
boom existed in the United States, evidenced by record numbers of borrowers
refinancing their home loans in order to take advantage of the historically low long term
interest rates. That boom slowed during the fourth quarter of 2003, and remained so during
the first quarter of 2004. This slowdown affected FS Bank in its mortgage lending and
sales of loans into the secondary market, as shown In the above table.

Also included in noninterest income
for the three month period ended March 31, 2004 were net gains of approximately $243,000
realized from the sale of approximately $5.5 million of available-for-sale securities.
There were no sales of available-for-sale securities in the first quarter of 2003.

Page 12 of 25

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Noninterest  Expense.  Noninterest  expense consists of salaries and employee  benefits,  equipment and occupancy  expenses,  and other

operating expenses. The following is
the makeup of our noninterest expense for the three month periods ended March 31, 2004 and
2003 (dollars in thousands):

`Three months
                                                                 ended March 31,       Net Change
                                                                  2004        2003       Amount
                                                                ------      ------     --------
   Noninterest expense:
       Salaries and employee benefits                       $       787    $     854    $     (67)
       Occupancy and equipment                                      310          272           38
       Data processing                                              120           98           22
       Legal and professional fees                                  106           78           28
       Advertising                                                   34           40           (6)
       Other noninterest expense                                    286          337          (51)
                                                            -----------    ---------    ---------
       Total                                                $     1,643    $   1,679    $     (36)
                                                            ===========    =========    =========`

Expenses have decreased or increased
during the above periods due primarily to the following factors:

| | o |  | The lower salaries and benefits expense reflects two vacancies in lending positions that
were not filled until May 2004. We expect that this expense will increase during the
second quarter to reflect the costs of new employees and changes in compensation for all
employees who underwent annual performance reviews in the first quarter of 2004.
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | o |  | The increase in occupancy and equipment expense relates principally to increases in
equipment maintenance expenses.
| | - |  | -------------------------------------------------------------------------------------------------------------------

| | o |  | The increase in data processing expenses relates to our computer systems. These include
the mid-2003 implementation of enhanced computer systems capability for our Internet site,
the installation of remote backup and storage systems and increases in computer system
maintenance expenses.
| | - |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | o |  | The increase in legal and professional fees relates principally to fees and expenses
incurred in the administration of problem loans.
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------

| | o |  | Other expenses have declined, primarily as a result of our efforts to reduce expenses
where possible in all areas of our operations.
| | - |  | ------------------------------------------------------------------------------------------------------------------------------------

Income  Taxes.  The  effective  income tax  expense  rate for the quarter  ended March 31, 2004 was 30.4%,  as compared to 3.1% for the
quarter ended March 31, 2003. This
difference in rates is attributable to the repositioning of our securities portfolio that
took place during 2003. The focus of that repositioning was to reduce the average
maturities of our portfolio in anticipation of increases in the general interest rates for
2004, and this strategy resulted in the sale of substantially all of our tax-exempt
investment securities. As a result, tax exempt income was substantially lower in the first
quarter of 2004, as compared to the first quarter of 2003, resulting in the higher
effective income tax rate.

During the quarter ended March 31,
2004, total assets declined by $11.4 million, substantially all of which is attributable
to the decline in federal funds sold, which declined by $10.8 million. These funds were
used primarily to reduce the levels of certificates of deposit, which declined by $5.0
million. This decline in certificates of deposit reflects a strategic decision to use
federal funds sold to reduce the balances of certificates of deposit, all of which bear
interest at rates that are higher than the interest rates earned on federal funds sold.

Page 13 of 25

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A comparative summary of the
components of average earnings assets before the deduction for the allowance for loan
losses is presented as follows (amounts in thousands):

`Quarter Ended        Year Ended           Quarter Ended
                                              March 31, 2004     December 31, 2003      March 31, 2003
                                              --------------     -----------------      --------------

   Interest earning assets
     Loans (gross)                             $     161,212      $      164,520        $     168,842
     Investment securities (1)                        40,204              40,178               43,770
     Federal funds sold                               18,365              10,974                3,830
                                               -------------      --------------        -------------
        Total                                  $     219,781      $      215,672        $     216,442
                                               =============      ==============        =============
      Total Average Assets                     $     230,628      $      230,224        $     229,680


   Percentage of earning assets to total
      assets                                           95.3%               93.7%                94.2%`

1.       
          Includes available-for-sale securities and other securities.

Investment Securities.  FS Bank's investment portfolio is classified as  available-for-sale,  meaning that any or all of the securities
may be sold to meet the business
objectives of FS Bank. The portfolio consists primarily of mortgage backed bonds, which
constitute 72.0% of the portfolio, as compared to 68.1% at December 31, 2003 and 59.7% at
March 31, 2003. In managing the portfolio, FS Bank seeks to maintain the highest quality
securities, at a reasonable yield, and with an overall duration (average length of an
investment) at or near four years. At March 31, 2004, the duration of the entire portfolio
was approximately 3.8 years. By maintaining a relatively short duration, FS Bank is better
able to avoid loss of value in a rising interest rate environment.

Loans:  Loans,  net of the allowance for loan losses,  remained  essentially  unchanged  during the quarter ended March 31, 2004.  The
composition of the portfolio remained
weighted in commercial and commercial real estate loans, which accounted for approximately
69.0% of the total gross balances at March 31, 2004, as compared to 68.8% at December 31,
2003 and 66.3% at March 31, 2003.

The specific economic and credit
risks associated with our loan portfolio, include, but are not limited to, a general
downturn in the economy which could affect employment rates in our market area, general
real estate market deterioration, interest rate fluctuations, deteriorated or non-existent
collateral, title defects, inaccurate appraisals, financial deterioration of borrowers and
fraud.

We attempt to reduce these economic
and credit risks by adherence to loan-to-value guidelines for collateralized loans, by
investigating the creditworthiness of the borrower and by monitoring the borrowers
financial position. Also, we establish and periodically review our lending policies and
procedures. Banking regulations limit our exposure by prohibiting loan relationships that
exceed 20% of FS Banks statutory capital in the case of loans that are not fully
secured by readily marketable or other permissible types of collateral, and further limit
the amount of loans that can be made to related parties.

We periodically analyze our loan
position with respect to our borrowers industries to determine if a concentration of
credit risk exists to any one or more industries. We do have a significant credit exposure
of loans outstanding plus unfunded lines of credit to borrowers in the residential
construction industry and to owners of nonresidential buildings at March 31, 2004. This
exposure level is taken into consideration by management in its determination of the
adequacy of the allowance for loan losses. Based upon that determination, we believe that
we did not have any excessive exposure to any single industry which would warrant
additional allowance allocations.

FS Bank discontinues the accrual of
interest income when (1) there is a significant deterioration in the financial
condition of the borrower and full repayment of principal and interest is not expected or
(2) the principal or interest is more than 90 days past due, unless the loan is both
well-secured and in the process of collection.

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Non-Performing  Assets.  Non-performing  assets are made up of loans that have been  placed in a  non-accrual  status,  loans that are
past due 90 days or greater, loans
that have been classified as restructured and repossessed assets. The following table sets
forth the non-performing assets at the dates indicated (amounts in thousands):

`March 31, 2004     December 31, 2003      March 31, 2003
                                              --------------     -----------------      --------------

     Non-accrual loans (1)                     $       3,882      $        3,605        $       1,885
     Restructured loans (2)                                -                  -                 2,868
     Loans past due 90 days or greater                    58                 214                  583
     Repossessed assets                                   74                 119                  300
                                               -------------      --------------        -------------
     Total                                     $       4,014      $        3,938        $       5,636
                                               =============      ==============        =============`

|1. |  | Included in non-accrual loans at March 31, 2004 are loans to a troubled
               franchise operator in the aggregate amount of $2,689 that were previously
               restructured.
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|2. |  | The restructured loans appearing in the March 31, 2003 totals were later placed
               into the non-accrual status.
|-- |  | ---------------------------------------------------------------------------------------------------------------------------

Allowance  for Loan Losses  (ALL).  We maintain  the ALL at a level that our  management  deems  appropriate  to  adequately  cover the
probable and incurred loss in the
loan portfolio. The following table sets forth the balances in our allowance for loan
losses and the percentage for total loans and non-performing loans at the dates indicated
(amounts in thousands):

`March 31, 2004     December 31, 2003      March 31, 2003
                                              --------------     -----------------      --------------

     Allowance for loan losses                 $       2,384      $        2,379        $       2,570

     Total loans                               $     161,201      $      161,112        $     160,189
     Percentage of allowance for loan losses
       to total loans                                  1.48%               1.48%                1.60%

     Non-performing assets                     $       4,014      $        3,938        $       5,636
     Percentage of allowance for loan losses
       to non-performing assets                        59.4%               60.4%                45.6%`

As of the above dates, our management
deemed the balances in the allowance for loan losses to be adequate. The judgments and
estimates associated with our ALL determination are described under Critical
Accounting Estimates below.

Deposits and Other Borrowings. We had
approximately $181.3 million of deposits at March 31, 2004, as compared to $190.6 million
at December 31, 2004 and $191.6 million at March 31, 2003. Our deposits consist of
noninterest and interest-bearing demand accounts, savings, money market and time deposits.

The following table sets for the
components of our deposits as of the dates indicated (amounts in thousands):

`March 31, 2004     December 31, 2003      March 31, 2003
                                              --------------     -----------------      --------------

     Interest-bearing demand                   $      18,202    $         18,187        $      21,102
     Savings, money market and NOW                    21,774              23,204               21,418
     Time deposits less than $100,000                 63,573              73,461               77,655
     Time deposits $100,000 and over                  56,125              51,207               51,708
                                               -------------     ---------------        -------------
     Total interest-bearing deposits                 159,674             166,059              171,883
     Noninterest-bearing                              21,582              24,581               19,713
                                               -------------     ---------------        -------------
     Total deposits                              $   181,256         $   190,640        $     191,596
                                               =============     ===============        =============`

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Total deposits declined by $9.4
million during the quarter ended March 31, 2004. The decline is principally in
certificates of deposit, which declined by $5.0 million. As discussed previously, our
liquidity and funding plans include a decision to use federal funds purchased to reduce
our balances in certificates of deposit. The reason for this decision is that the
certificates of deposit have a higher interest cost than the earnings yield on our federal
funds sold. Therefore, the use of excess federal funds sold to reduce certificates of
deposit results in an improvement in our net interest income.

Noninterest-bearing deposits also
declined during the quarter. However, the higher balance of these deposits at December 31,
2003 was higher only for a period of days. The average balances of noninterest-bearing
deposits for the month of December, 2003 was approximately $23.3 million, as compared to
the approximate average balance for the first quarter of 2004 of $23.5 million, for an
actual increase.

In addition to our deposits, we have
repurchase agreements which are essentially deposit equivalents collateralized by
securities. These agreements amounted to $7.6 million at March 31, 2004, $8.9 million at
December 31, 2003 and $4.6 million at March 31, 2003. Additionally, at March 31, 2004, we
had balances of $12.0 million in advances from the Federal Home Loan Bank of Cincinnati
compared to $12.5 million at December 31, 2003 and $14.2 million at March 31, 2003.

Note Payable.  On December 30, 2003, First Security entered into a credit  agreement with another  financial  institution that provides
for a reducing revolving line of
credit in the maximum amount of $6 million, of which $5 million was drawn at inception and
contributed to FS Bank to increase its capital base. The related note is secured by 100%
of the common shares of FS Bank and has a maturity of December 31, 2006. The maximum
amount available under the credit agreement reduces to $5 million on December 31, 2004 and
$4 million on December 31, 2005.

The credit agreement contains a
number of covenants relating to the operation of the Bank including the maintenance of a
minimum equity capital ratio, a maximum ratio of nonperforming assets to total loans, a
minimum return on average assets and the maintenance of a minimum dividend payment
capacity by the Bank. Covenants applicable to First Security include a prohibition of the
payment of dividends on its common stock. At March 31, 2004, First Security met all
requirements of the credit agreement.

Liquidity.  Liquidity  management is the process by which  management  attempts to ensure that  adequate  liquid funds are available to
meet financial commitments on a
timely basis. These commitments include withdrawals by depositors, funding credit
obligations to borrowers, servicing long-term obligations, paying operating expenses,
funding capital expenditures and maintaining reserve requirements. Liquidity is monitored
closely by the Asset/Liability Management Committee of the FS Bank, which monitors
interest rates and liquidity risk while implementing appropriate funding and balance sheet
strategies.

FS Bank has established a limited
number of alternative or secondary sources to provide additional liquidity and funding
sources when needed to support lending activity or other liquidity needs. These
alternative funding sources currently include unsecured federal funds lines of credit from
five correspondent banks aggregating approximately $20.5 million and a secured line of
credit with the Federal Home Loan Bank of Cincinnati, which allows FS Bank to borrow based
on the level of qualifying residential loans which serve as collateral for this type of
borrowing. Using these two sources, at March 31, 2004, FS Bank could borrow approximately
$25 million based on available lines.

The need for future borrowing
arrangements above current levels will be evaluated by management with consideration given
to the growth prospects of the loan portfolio, liquidity needs, costs of deposits, market
conditions and other factors. Short-term liquidity needs for periods of up to one year may
be met through federal funds lines of credit, borrowings and short-term Federal Home Loan
Bank advances. The Federal Home Loan Bank additionally offers advance programs of varying
maturities for terms beyond one year.

Capital  Resources.  At March 31, 2004, our stockholders'  equity amounted to  $20.4 million,  as compared to $20.1 million at December
31, 2003. The change in
stockholders equity was attributable to our net income for the quarter of $201,000
and the net increase in comprehensive income of $86,000 attributable to the increase in
fair value of our available-for-sale securities portfolio.

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The accounting principles we follow
and our methods of applying these principles conform with accounting principles generally
accepted in the United States and with general practices within the banking industry. In
connection with the application of those principles, we have made judgments and estimates
which, in the case of the determination of our allowance for loan losses (ALL), have been
critical to the determination of our financial position and results of operations.

Allowance for Loan Losses (ALL).   To evaluate  the loan  portfolio,  management  has  established  loan  grading  procedures.  These
procedures establish a grade for each
loan upon origination which is periodically reassessed throughout the term of the loan.
Grading categories include highest quality, above average, average, low average, watch,
substandard, doubtful, and loss. Loans graded watch or worse also include loans severely
past-due and those not accruing interest. Specific reserve allocations are calculated for
specific individual loans having been graded watch, substandard, doubtful, and loss based
on the specific estimated collectability (and by reference, estimated inherent risk of
loss) of each loan. The aggregate of the estimated probable and incurred loss then becomes
a portion of the allowance for loan losses to be specifically allocated to that loan.
These calculations are referred to as specific allocations.

For loans not individually graded
watch, substandard, doubtful or loss, an estimated loss factor is calculated and applied
to each category, after reducing the category amounts for cash equivalent collateral held
by FS Bank (such as certificates of deposit issued by FS Bank and held as collateral) and
guaranties from the federal government (such as SBA guaranties). A general allowance
allocation is computed using totals of each loan grading category (as adjusted) multiplied
by an estimated loss factor applied to each grading category. The sum of the calculation
for each grading category represents the general allowance. These loss factors are
typically developed over time using actual loss experience adjusted for the various
factors discussed above.

The sum of the specific allocations
and the general allocation represents managements best estimate of the probable
incurred losses contained in the loan portfolio at the measurement date. Even though the
ALL is composed of two components, the entire ALL is available to absorb any credit
losses.

In assessing the adequacy of the ALL,
we also rely on an ongoing independent loan review process. We undertake this process both
to ascertain whether there are loans in the portfolio whose credit quality has weakened
over time and to assist in our overall evaluation of the risk characteristics of the
entire loan portfolio. Our loan review process includes the judgment of management, the
input from our independent loan reviewer, who is not an employee of FS Bank, and reviews
that may have been conducted by bank regulatory agencies as part of their usual
examination process.

Management believes the allowance for
loan losses at March 31, 2004 was adequate. Although we believe we use the best
information available to make allowance provisions, future adjustments which could be
material may be necessary if the assumptions used to determine the allowance differ from
future loan portfolio performance.

The Consolidated Financial Statements
and related consolidated financial data presented herein have been prepared in accordance
with generally accepted accounting principles and practices within the banking industry
which require the measurement of financial position and operating results in terms of
historical dollars without considering the changes in the relative purchasing power of
money over time due to inflation. Unlike most industrial companies, virtually all the
assets and liabilities of a financial institution are monetary in nature. As a result,
interest rates have a more significant impact on a financial institutions
performance than the effects of general levels of inflation.

Since December 31, 2003, there have
been no new accounting pronouncements that would have a material effect on the financial
statements or practices of FS Bank.

Page 17 of 25

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PART I.  FINANCIAL
INFORMATION

Item 3.  CONTROLS
AND PROCEDURES

Evaluation of Disclosure
Controls and Procedures

First Security maintains disclosure
controls and procedures, as defined in Rule 13a-15(e) promulgated under the Securities
Exchange Act of 1934 (the Exchange Act), that are designed to ensure that
information required to be disclosed by it in the reports that it files or submits under
the Exchange Act is recorded, processed, summarized and reported within the time periods
specified in the SECs rules and forms and that such information is accumulated and
communicated to First Securitys management, including its Chief Executive Officer
and Chief Financial Officer, as appropriate to allow timely decisions regarding required
disclosure. First Securitys management evaluated with the participation of its Chief
Executive Officer and Chief Financial Officer, the effectiveness of First Securitys
disclosure controls and procedures as of the end of the fiscal quarter covered by this
report. Based on the evaluation of these disclosure controls and procedures, the Chief
Executive Officer and Chief Financial Officer concluded that First Security Bancorps
disclosure controls and procedures were effective as of March 31, 2004.

There was no change in First
Securitys internal control over financial reporting identified during that
evaluation that occurred during First Securitys fiscal quarter ended March 31, 2004
that has materially affected, or is reasonably likely to materially affect, First
Securitys internal control over financial reporting.

(The balance of this page is intentionally left blank)

Page 18 of 25

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PART II  Other
Information

Item 6. Exhibits and Reports on Form
8-K

(a) Exhibits

The exhibits listed on the Exhibit
Index of this Form 10-QSB are filed or furnished as a part of this report.

(b)    
          Reports on Form 8-K

|1. |  | A report on Form 8-K dated April 22, 2004, was filed with the Securities and
               Exchange Commission to furnish under Item 7. Financial Statements,
               Pro Forma Financial Information and Exhibits and Item 12 Results of
               Operations and Financial Condition of such form, to disclose the press
               release issued by the Registrant on April 22, 2004 announcing the
               Registrants results for the quarter ended March 31, 2004.
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|2. |  | A report on form 8-K dated March 31, 2004, was filed with the Securities and
               Exchange Commission to report under Item 5 Other Events and Regulation FD
               Disclosure the resignation of David McCulloch as a director of First
               Security Bancorp, Inc.
|-- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|3. |  | A report on Form 8-K dated March 24, 2004 was filed by the registrant reporting
               under Item 4 the change in its Certifying Accountants and the engagement of BKD,
               LLP as its independent auditors for the fiscal year ended December 31, 2004.
|-- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|4. |  | A report on form 8-K dated February 17, 2004, was filed with the Securities and
               Exchange Commission to report under Item 5 Other Events and Regulation FD
               Disclosure the resignation of John Barlow as a director of First Security
               Bancorp, Inc.
|-- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|5. |  | A report on Form 8-K dated January 27, 2004, was filed with the Securities and
               Exchange Commission to furnish under Item 7. Financial Statements,
               Pro Forma Financial Information and Exhibits and Item 12 Results of
               Operations and Financial Condition of such form, to disclose the press
               release issued by the Registrant announcing the Registrants operating
               results and information regarding the Registrants financial condition for the
               quarter and year-ended December 31, 2003.
|-- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|6. |  | A report on form 8-K dated January 15, 2004, was filed with the Securities and
               Exchange Commission to report under Item 5 Other Events and Regulation FD
               Disclosure the resignation of Dr. Ronald J. Saykaly as a director and the
               resignation of Andrew C. Hils as Secretary/Treasurer of the Registrant and
               Executive Vice President and Senior Lending Officer of First Security Bank of
               Lexington, Inc.
|-- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Page 19 of 25

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SIGNATURES

In accordance with the requirements
of the Exchange Act, the registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

|                    |  |                                                                           
|------------------- |  | --------------------------------------------------------------------------
|Date:  May 14, 2004 |  | Signature  /s/ R. Douglas Hutcherson
President and Chief Executive Officer

|                    |  |                                                                                     
|------------------- |  | ------------------------------------------------------------------------------------
|Date:  May 14, 2004 |  | Signature  /s/ John G. Sullivan
Chief Financial Officer and Executive Vice-President

Page 20 of 25

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EXHIBITS

Exhibit 4.3      Amended and
Restated Bylaws of First Security Bancorp, Inc.*

Exhibit 11.      Statement regarding
computation of Per Share Earnings in the Notes to Consolidated Financial Statements in
Part 1 of this Report for such computation (see Note 5 Earnings Per Share).

Exhibit 31.      Certifications Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Exhibit 32.1.      Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.

Exhibit 32.2      Certification of
Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.

* Incorporated by reference to
Exhibit 4.3 of the Form 10-KSB filed by First Security Bancorp, Inc. with the Securities
and Exchange Commission for the fiscal year ended December 31, 2003 (commission file
number 000-49781).

Page 21 of 25