U.S. 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 QUARTER ENDED SEPTEMBER 30, 2000

                                       OR

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

                        COMMISSION FILE NUMBER 005-55641

                         UNITED FINANCIAL HOLDINGS, INC.
                 (Name of Small Business Issuer in its Charter)

               FLORIDA                                      59-2156002
   (State or Other Jurisdiction of                        (IRS Employer
    Incorporation or Organization)                      Identification No.)

                        333 THIRD AVENUE NORTH, SUITE 200
                       ST. PETERSBURG, FLORIDA 33701-3346
                    (Address of Principal Executive Offices)

                                 (727) 898-2265
                (Issuer's Telephone Number, Including Area Code)

Check whether the issuer:  (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 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 ___

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common equity, as of the latest practicable date:
================================================================================

  Common Stock, $0.01 Par value                        4,227,757
----------------------------------          ----------------------------------
             Class                          Outstanding as of November 3, 2000
================================================================================










<PAGE>
                         UNITED FINANCIAL HOLDINGS, INC.

                                      INDEX

                                                                        PAGE
                                                                       -------
PART I.  FINANCIAL INFORMATION

     ITEM 1.     Financial Statements (unaudited)

         Condensed Consolidated Balance Sheets -
         At September 30, 2000 and December 31, 1999                      1

         Condensed Consolidated Statements of Earnings -
         For the three and nine months ended September 30, 2000 and 1999  2

         Condensed Consolidated Statements of Comprehensive Income -
         For the three and nine months ended September 30, 2000 and 1999  3

         Condensed Consolidated Statement of Stockholders' Equity -
         For the nine months ended September 30, 2000                     4

         Condensed Consolidated Statements of Cash Flows -
         For the nine months ended September 30, 2000 and 1999            5-6

         Notes to Condensed Consolidated Financial Statements             7-9

     ITEM 2.     Management's Discussion and Analysis of Financial
                 Condition and Results of Operations                      10-15


PART II.  OTHER INFORMATION

     ITEM 1.     Legal Proceedings                                        15

     ITEM 2.     Changes in Securities and Use of Proceeds                16

     ITEM 3.     Defaults upon Senior Securities                          16

     ITEM 4.     Submission of Matters to a Vote of Shareholders          16

     ITEM 5.     Other Information                                        16

     ITEM 6.     Exhibits and Reports on Form 8-K                         16


SIGNATURES                                                                17












<PAGE>
PART I.  FINANCIAL INFORMATION
ITEM 1.  FINANCIAL STATEMENTS
                United Financial Holdings, Inc. and Subsidiaries
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                 (in thousands)
                                                September 30,       December 31,
                                                   2000                1999
                                                (unaudited)         (audited)
 ASSETS                                        ---------------   ---------------
 Cash and due from banks                        $    8,803        $   8,866
 Federal funds sold                                  2,679            2,917
 Trading securities                                      -               82
 Securities held to maturity, market value
   of $16,089 and $14,072 respectively              16,366           14,541
 Securities available for sale, at market            9,922            9,924
 Loans, net                                        172,407          153,497
 Premises and equipment, net                         9,512            9,619
 Federal Home Loan Bank stock                          507              507
 Federal Reserve Bank stock                            226              204
 Intangible assets                                   1,990            1,748
 Other real estate owned                               256            1,528
 Other assets                                        6,277            6,048
                                                ---------------  ---------------
              Total assets                       $ 228,945        $ 209,481
                                                ===============  ===============

 LIABILITIES AND STOCKHOLDERS' EQUITY
 Deposits
   Demand                                        $  37,062        $  32,936
   NOW and money market                             68,722           67,914
   Savings and time deposits                        81,248           74,248
                                                ---------------  ---------------
              Total deposits                       187,032          175,098

 Securities sold under agreements to
   repurchase and fed funds purchased               12,256            7,307
 Convertible subordinated debentures                   630              630
 Other liabilities                                   3,451            2,874
                                                ---------------  ---------------
              Total liabilities                    203,369          185,909

 Company-obligated mandatory redeemable capital
 securities of subsidiary trust holding solely
 subordinated debentures of the company              6,750            6,750

 STOCKHOLDERS' EQUITY
   7% convertible preferred stock                      100              100
   Common stock                                         42               42
   Paid-in capital                                  10,019            9,672
   Treasury shares                                    (100)               -
   Accumulated other comprehensive income             (146)            (232)
   Retained earnings                                 8,911            7,240
                                                ---------------  ---------------
              Total stockholders' equity            18,826           16,822
                                                ---------------  ---------------
   Total liabilities and stockholders'equity    $  228,945       $  209,481
                                                ===============  ===============
     See accompanying notes to condensed consolidated financial statements.
                                        1
<PAGE>
                United Financial Holdings, Inc. and Subsidiaries
                  CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
                (unaudited) (in thousands, except per share data)
                            Three Months Ended           Nine Months Ended
                         September 30, September 30, September 30, September 30,
                            2000          1999          2000          1999
                         ------------  ------------  ------------  ------------
 Interest income
   Loans and loan fees   $   4,608     $   3,293     $   12,428    $   9,167
   Securities                  442           431          1,223        1,292
   Federal funds sold and
   securitiespurchased under
   reverse repurchase
   agreements                  120            70            402          204
                         ------------  ------------  ------------  ------------
 Total interest income       5,170         3,794         14,053       10,663
 Interest expense
   Deposits                  1,837         1,245          4,989        3,567
   Long-term debt and
   other borrowings            136            57            340          182
   Subordinated debentures
   issued to subsidiary trust  159           158            476          474
                         ------------  ------------  ------------  ------------
 Total interest expense      2,132         1,460          5,805        4,223
                         ------------  ------------  ------------  ------------
   Net interest income       3,038         2,334          8,248        6,440
Provision for loan losses      250           205            600          610
   Net interest income after
   provision for loan losses 2,788         2,129          7,648        5,830
 Other income
   Service charges on
   deposit accounts            275           210            730          584
  Trust & investment mangement 789         1,089          2,346        2,450
   Gain on sale of loans       117            40            281          290
   All other fees and income   153           156            462          502
                         ------------  ------------  ------------  ------------
 Total other income          1,334         1,495          3,819        3,826
 Other expense
   Salaries and employee
   benefits                  1,560         1,535          4,635        4,098
   Occupancy                   136           128            377          388
   Furniture and equipment     143           140            456          438
   Data processing             140           132            433          371
   Marketing and business
   development                  78           156            303          287
   Other                       474           552          1,740        1,601
                         ------------  ------------  ------------  ------------
 Total other expense         2,531         2,643          7,944        7,183
                         ------------  ------------  ------------  ------------
Earnings before income taxes 1,591           981          3,523        2,473
 Income tax expense            604           343          1,295          892
                         ------------  ------------  ------------  ------------
      NET EARNINGS       $     987     $     638     $    2,228    $   1,581
                         ============  ============  ============  ============
Earnings per share:
 Basic                   $     .23     $     .15     $      .53    $     .38
 Diluted                 $     .22     $     .15     $      .50    $     .37
     See accompanying notes to condensed consolidated financial statements.
                                        2
<PAGE>
                United Financial Holdings, Inc. and Subsidiaries
            CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
                                   (unaudited)
                                 (in thousands)

                             Three Months Ended            Nine Months Ended
                         September 30, September 30, September 30, September 30,
                            2000          1999          2000          1999
                         ------------  ------------  ------------  ------------
Net earnings             $       987   $       638   $     2,228   $     1,581
Other comprehensive income
   Unrealized holding
   gains (losses)                192           (27)          131          (359)
Income tax (expense) benefit
   related to items of
   other comprehensive income    (65)            9           (45)          122
                         ------------  ------------  ------------  ------------

Comprehensive income     $     1,114   $       620   $     2,314   $     1,344
                         ============  ============  ============  ============





































     See accompanying notes to condensed consolidated financial statements.
                                        3
<PAGE>
                United Financial Holdings, Inc. and Subsidiaries
            CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
                                   (unaudited)
                                 (in thousands)

                       7%                   Accumulated
                       Con-                 Other
                       vertible             Compre-
              Common   Preferred  Paid-In   hensive  Treasury Retained
              Stock    Stock      Capital   Income   Shares   Earnings Total
              -------  --------   -------   -------- -------- -------- --------
Balance at
 December 31,
   1999       $   42   $    100   $ 9,672   $  (232) $     -  $  7,240 $ 16,822

Net earnings       -          -         -         -        -     2,228    2,228
Dividends on common
   and preferred
   stock           -          -         -         -        -      (557)    (557)
Accumulated other
   comprehensive
   income          -          -         -        86        -         -       86
Treasury shares
   redeemed        -          -         -         -     (100)        -     (100)
Performance shares
   issued          -          -       347         -        -         -      347
              -------  --------   -------   -------- -------- -------- --------

Balance at
  September 30,
    2000      $   42   $    100   $10,019   $  (146) $  (100) $  8,911 $ 18,826
              =======  ========   =======   ======== ======== ======== ========

























     See accompanying notes to condensed consolidated financial statements.
                                        4
<PAGE>
                United Financial Holdings, Inc. and Subsidiaries
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                           (unaudited) (in thousands)

                                                   Nine Months Ended
                                              September 30,      September 30,
                                                  2000               1999
                                              -------------      --------------
Cash flows from operating activities:
    Net earnings                              $      2,228       $      1,581
    Adjustments to reconcile net earnings
      to net cash provided by operating
      activities
       Provision for loan losses                       600                610
       Provision for depreciation and
         amortization                                  592                581
       Unrealized gain on trading securities             -                (32)
       Accretion of securities discount                (10)               (21)
       Amortization of unearned loan fees              (75)              (100)
       Amortization of securities premiums               9                 14
       Gain on sales of loans                         (426)              (491)
       (Increase) in interest receivable              (159)               (44)
       Increase in interest payable                    224                 22
       Decrease (increase) in other assets           1,220             (1,199)
       Increase (decrease) in other liabilities        353               (502)
                                              -------------      --------------
         Net cash provided by
         operating activities                        4,556                419

Cash flows from investing activities:
    Purchase of Federal Reserve Bank stock
    and FHLB stock                                     (23)              (118)
    Net decrease (increase) in Federal funds sold      238             (1,696)
    Principal repayments of held to maturity
      securities                                        24              1,265
    Principal repayments of available for
      sale securities                                  558              2,017
    Proceeds from sale of trading securities            75                  -
    Proceeds from maturities of available for
      sale securities                                1,500              4,000
    Proceeds from maturities of held to
      maturity securities                            1,266                130
    Purchases of available for sale securities      (2,767)            (4,991)
    Purchases of held to maturity securities        (2,310)            (1,899)
    Proceeds from sales of loans                     5,429              5,180
    Net (increase) in loans                        (24,438)           (33,695)
    Capital expenditures                              (396)            (1,015)
                                              --------------      -------------

       Net cash used in investing activities       (20,844)           (30,822)






                             (continued on Page 6)
     See accompanying notes to condensed consolidated financial statements.
                                        5
<PAGE>
                United Financial Holdings, Inc. and Subsidiaries
           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - CONTINUED
                           (unaudited) (in thousands)

                                                   Nine Months Ended
                                              September 30,      September 30,
                                                  2000               1999
                                              -------------      --------------
Cash flows from financing activities:
   Net (decrease) increase in demand deposits,
     NOW accounts, money market accounts and
     savings accounts                         $      4,866       $     24,674
   Net increase in certificates of deposit           7,067              7,783
   Net increase (decrease) in securities sold
     under agreements to repurchase                  4,949             (2,945)
   Repayment of long-term debt                           -                (34)
   Issuance of Company-obligated mandatory
     redeemable capital securities of
     subsidiary trust holding solely
     subordinated debentures of the Company              -                 750
   Issuance of common stock                              -                 767
   Dividend paid on preferred stock                     (7)                (10)
   Dividend paid on common stock                      (550)               (496)
   Purchase of Treasury Shares                        (100)                  -
                                              -------------      --------------

     Net cash provided by financing activities      16,225              30,489
                                              -------------      --------------

Net increase (decrease) in cash and
   due from banks                                      (63)                 86

Cash and due from banks at beginning
   of period                                         8,866               7,967
                                              -------------      --------------

Cash and due from banks at end of period      $      8,803       $       8,053
                                              =============      ==============

Cash paid during the period for:
   Interest                                   $      5,581       $       4,201
   Income taxes                               $      1,568       $         876

Supplemental Disclosure of Non-cash Activity
Reclassification of loans to foreclosed
  real estate                                 $          -       $       1,038
Non-cash common stock issued                  $        347       $         399










     See accompanying notes to condensed consolidated financial statements.
                                        6
<PAGE>
UNITED FINANCIAL HOLDINGS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

NOTE 1 - HOLDING COMPANY AND SUBSIDIARIES BACKGROUND INFORMATION

       United Financial Holdings, Inc. (the "Company") is a registered financial
holding company formed in 1982, the principal subsidiary of which is United Bank
("Bank"),  a Florida-chartered  commercial bank headquartered in St. Petersburg,
Florida. The Bank was founded in 1979 and is a community-oriented,  full service
commercial  bank with five branch offices  serving the southern  Pinellas County
area of the State of Florida.

       The Company's other operating subsidiaries are EPW Investment Management,
Inc., an investment  advisory firm registered under the Investment  Advisers Act
of 1940 ("EPW") headquartered in Tampa, Florida, with an office in Jacksonville,
Florida,  and United Trust Company, a  Florida-chartered  trust company ("United
Trust") located in St.  Petersburg,  Florida.  EPW offers investment  management
services  to  corporate,   municipal  and  high  net  worth  individual  clients
throughout  the State of Florida.  United Trust is a wholesale  provider of data
processing,  administrative and accounting support and asset custody services to
professionals holding assets in trust (primarily legal and accounting firms). In
addition,  United Trust also  provides  retail trust and  investment  management
services to individual and corporate clients.

NOTE 2 - BASIS OF PRESENTATION

       The accompanying  unaudited condensed  consolidated  financial statements
have been prepared in accordance with generally accepted  accounting  principles
for  interim  financial   information.   In  the  opinion  of  management,   all
adjustments, consisting primarily of normal recurring adjustments, necessary for
a fair  presentation  of the results for the interim  periods  have been made to
fairly state the results for the interim  periods.  The results of operations of
the  three  and  nine  months  ended  September  30,  2000  are not  necessarily
indicative of the results expected for the full year.

       The  organization  and  business  of  the  Company,  accounting  policies
followed by the Company and other  information  are  contained in the  Company's
December  31,  1999  Form  10-KSB.  This  quarterly  report  should  be  read in
conjunction with such annual report.

NOTE 3 - EARNINGS PER SHARE

       Basic  earnings  per share are based on the  weighted  average  number of
common  shares  outstanding  during  the  periods.  Diluted  earnings  per share
includes the weighted  average  number of common shares  outstanding  during the
periods and the further dilution from the conversion of the convertible debt and
the preferred  stock and the exercise of stock options using the treasury  stock
method.  The following is a reconciliation of the numerators and denominators of
the basic and diluted earnings per share  computations for the periods presented
(dollars in thousands, except per share data):








                                       7
<PAGE>
                               For the three months ended September 30,
                                       2000                      1999
                                     Weighted  Per              Weighted  Per
                                     Average   Share            Average   Share
                           Earnings  Shares    Amt    Earnings  Shares    Amnt
                           --------  --------- -----  --------  --------- -----
Basic EPS
  Net earnings available to
   common stockholders     $    983  4,230,000 $ .23  $    635  4,165,619 $ .15
                                               =====                      =====
Effect of dilutive securities
  Incremental shares from
    assumed  exercise or
    conversion of:
       Convertible debt           8    152,789               8    152,789
       Preferred stock            3     84,345               3     84,345
       Stock options              -      2,688               -          -
                           --------- ---------        --------  ---------
Diluted EPS
  Net earnings available
   to common stockholders
   and assumed conversions $    994  4,469,822 $ .22  $    646  4,402,753 $ .15
                           ========= ========= =====  ========  ========= =====


                                 For the nine months ended September 30,
                                       2000                      1999
                                     Weighted  Per              Weighted  Per
                                     Average   Share            Average   Share
                           Earnings  Shares    Amt    Earnings  Shares    Amnt
                           --------  --------- -----  --------  --------- -----
Basic EPS
  Net earnings available to
    common stockholders    $  2,221  4,229,493 $ .53  $  1,570  4,093,108 $ .38
                                               =====                      =====
Effect of dilutive securities
  Incremental shares from
    assumed  exercise or
    conversion of:
       Convertible debt           23   152,789              23    152,789
       Preferred stock             7    84,345              11    144,685
       Stock options               -     2,566               -          -
                           --------  --------- -----  --------  --------- -----
Diluted EPS
  Net earnings available
   to common stockholders
   and assumed conversions $  2,251  4,469,193 $ .50  $  1,604  4,390,582 $ .37
                           ========  ========= =====  ========  ========= =====

NOTE 4 - BUSINESS SEGMENT INFORMATION

      United Financial has three reportable segments:  Commercial Banking, Trust
Services,  and  Investment  Management  Services.  Corporate and Other  includes
corporate expenses such as corporate overhead,  intercompany  transactions,  and
certain  goodwill  amortization.  The  following  table  presents the  Company's
Business  Segment  Information for the three and nine months ended September 30,
2000 and 1999, respectively:

                                      8
<PAGE>
                       For the three months ended September 30, 2000
                       Commercial  Investment  Trust      Corporate
                       Banking     Management  Services   & Overhead   Total
                       ----------  ----------  ---------  ----------  ---------
Net interest income    $   3,136   $       -   $     62   $    (160)  $   3,038
Non interest income          572         426        375         (39)      1,334
                       ----------  ----------  ---------  ----------  ---------
Total revenue              3,708         426        437        (199)      4,372
Loan loss provision          250           -          -           -         250
Non interest expense       1,883         335        280          33       2,531
                       ----------  ----------  ---------  ----------  ---------
Pretax income (loss)       1,575          91        157        (232)      1,591
Income taxes (benefit)       586          35         67         (84)        604
                       ----------  ----------  ---------  ----------  ---------
Segment net income     $     989   $      56   $     90   $    (148)  $     987
                       ==========  ==========  =========  ==========  =========




                       For the three months ended September 30, 1999
                       Commercial  Investment  Trust      Corporate
                       Banking     Management  Services   & Overhead   Total
                       ----------  ----------  ---------  ----------  ---------
Net interest income    $   2,426   $       -   $     47   $     139)  $  2,334
Non interest income          430         395        706         (36)     1,495
                       ----------  ----------  ---------  ----------  ---------
Total revenue              2,856         395        753        (175)     3,829
Loan loss provision          205           -          -           -        205
Non interest expense       1,766         520        347          10      2,643
                       ----------  ----------  ---------  ----------  ---------
Pretax income (loss)         885        (125)       406        (185)       981
Income taxes (benefit)       304         (46)       156         (71)       343
                       ----------  ----------  ---------  ----------  ---------
Segment net income     $     581   $     (79)  $    250   $    (114)  $    638
                       ==========  ==========  =========  ==========  =========





















(Continued on Page 9b)
                                       9 a
<PAGE>
Continued from from Page 9a........

                       For the nine months ended September 30, 2000
                       Commercial  Investment  Trust      Corporate
                       Banking     Management  Services   & Overhead   Total
                       ----------  ----------  ---------  ----------  ---------
Net interest income    $   8,561   $       -   $    170   $    (483)  $  8,248
Non interest income        1,559       1,269      1,113        (122)     3,819
                       ----------  ----------  ---------  ----------  ---------
Total revenue             10,120       1,269      1,283        (605)    12,067
Loan loss provision          600           -          -           -        600
Non interest expense       5,643       1,278        928          95      7,944
                       ----------  ----------  ---------  ----------  ---------
Pretax income (loss)       3,877          (9)       355        (700)     3,523
Income taxes (benefit)     1,397          (3)       156        (255)     1,295
                       ----------  ----------  ---------  ----------  ---------
Segment net income     $   2,480   $      (6)  $    199   $    (445)  $  2,228
                       ==========  ==========  =========  ==========  =========




                       For the nine months ended September 30, 1999
                       Commercial  Investment  Trust      Corporate
                       Banking     Management  Services   & Overhead   Total
                       ----------  ----------  ---------  ----------  ---------
Net interest income    $   6,755   $       -   $    133   $    (448)  $  6,440
Non interest income        1,448       1,202      1,284        (108)     3,826
                       ----------  ----------  ---------  ----------  ---------
Total revenue              8,203       1,202      1,417        (556)    10,266
Loan loss provision          610           -          -           -        610
Non interest expense       5,033       1,248        881          21      7,183
                       ----------  ----------  ---------  ----------  ---------
Pretax income (loss)       2,560         (46)       536        (577)     2,473
Income taxes (benefit)       907         (16)       213        (212)       892
                       ----------  ----------  ---------  ----------  ---------
Segment net income     $   1,653   $     (30)  $    323   $    (365)  $  1,581
                       ==========  ==========  =========  ==========  =========




















                                       9 b
<PAGE>
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

      This  report  contains   statements   that   constitute   "forward-looking
statements"  within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The
words  "believe,"  "estimate,"  "expect,"  "intend,"  "anticipate,"  "plan"  and
similar   expressions   and  variations   thereof   identify   certain  of  such
forward-looking  statements  which speak only as of the dates on which they were
made.  The Company  undertakes no  obligation  to publicly  update or revise any
forward-looking  statements,  whether  as a result  of new  information,  future
events,  or  otherwise.  Readers  are  cautioned  that any such  forward-looking
statements  are not  guarantees  of future  performance  and  involve  risks and
uncertainties,  and  that  actual  results  may  differ  materially  from  those
indicated in the forward-looking statements as a result of various factors. Such
factors  include,   but  are  not  limited  to  competition,   general  economic
conditions,  potential  changes in interest  rates,  and changes in the value of
real estate securing loans made by the Company.

COMPARISON OF BALANCE SHEETS AT SEPTEMBER 30, 2000 AND DECEMBER 31, 1999

Overview

       Total  assets of the Company were $228.9  million at September  30, 2000,
compared to $209.5 million at December 31, 1999, an increase of $19.4 million or
9.3%. This increase was primarily the result of the Company's internal growth of
earning  assets  (primarily  loans)  funded  by  an  increase  in  deposits  and
securities sold under agreements to repurchase.

Investment Securities

       Investment  securities,  consisting of U.S.  Treasury and federal  agency
securities,  obligations of state and political subdivisions and mortgage-backed
and  corporate  debt  securities,  were $26.3  million at  September  30,  2000,
compared to $24.4  million at December 31, 1999,  an increase of $1.9 million or
7.8%. Included in investment securities at September 30, 2000, were $9.9 million
of  securities  held as  "available  for sale" to provide  the  Company  greater
flexibility  to  respond  to  changes in  interest  rates and  liquidity.  These
securities have been recorded at market value.

Loans

       Total loans were $176.3 million at September 30, 2000, compared to $156.9
million at December 31,  1999,  an increase of $19.4  million or 12.4%.  For the
same  period,  real estate  mortgage  loans  increased  by $8.4 million or 7.7%,
commercial  loans  increased  by $11.4  million  or 27.5%,  and all other  loans
including  consumer  loans  decreased  by $.5  million  or  7.4%.  Loans  net of
allowance for loan loss and unearned  fees were $172.4  million at September 30,
2000 compared to $153.5 million at December 31, 1999.









                                      10
<PAGE>
       The following table sets forth information  concerning the loan portfolio
by collateral types as of the dates indicated (dollars in thousands):

                                      September 30, 2000     December 31, 1999
                                      ------------------     -----------------
Real estate mortgage loans:
  Commercial real estate              $      85,410          $      82,622
  One-to-four family residential              9,663                  7,933
  Multifamily residential                    16,250                 13,603
  Construction and land development           5,765                  4,585
                                      ------------------     -----------------
   Total real estate mortgage loans         117,088                108,743

Commercial loans                             52,823                 41,358
Consumer loans                                5,353                  5,930
Other loans                                     986                    839
                                       -----------------     -----------------
      Gross loans                           176,250                156,870
Allowances for loan losses                   (2,755)                (2,341)
Unearned fees                                (1,088)                (1,032)
                                       -----------------     -----------------
      Total loans net of
      allowance and unearned fees      $    172,407          $     153,497
                                       =================     =================

Asset Quality and Allowance for Loan Losses

       The  allowance  for loan losses  represents  management's  estimate of an
amount  adequate  to provide  for  potential  losses  within the  existing  loan
portfolio.  The allowance is based upon an ongoing  quarterly  assessment of the
probable  estimated  losses  inherent  in the  loan  portfolio,  and to a lesser
extent, unused commitments to provide financing.

       The  methodologies  for  assessing the  appropriateness  of the allowance
consist of several key elements,  which include:  1) the formula  allowance;  2)
review of the underlying  collateral on specific  loans;  and 3) historical loan
losses.  The  formula  allowance  is  calculated  by  applying  loss  factors to
outstanding  loans and unused  commitments,  in each case based on the  internal
risk  grade of those  loans.  Changes  in risk  grades  of both  performing  and
non-performing  loans affect the amount of the formula allowance.  On the larger
criticized  or  classified  credits,  a review is  conducted  of the  underlying
collateral  that secures each credit.  A worse case scenario review is conducted
on  those  loans to  calculate  the  amount,  if any,  of  potential  loss.  The
historical  loan loss method is a review of the last six years of actual losses.
The loss percentage is calculated and applied to the current  outstanding  loans
in total.

     Various conditions that would affect the loan portfolio are also evaluated.
General economic and business  conditions that affect the portfolio are reviewed
including:   1)  credit  quality  trends   including  trends  in  past  due  and
non-performing  loans;  2)  collateral  values in general;  3) loan  volumes and
concentration;   4)  recent  loss  experience  in  particular  segments  of  the
portfolio;  5) duration  and  strength of the current  business  cycle;  6) bank
regulatory  examination  results;  and 7) findings of the  external  loan review
process.  Senior  management  and the Directors'  General Loan Committee  review
these conditions quarterly. If any of these conditions presents a problem to the
loan portfolio, an additional allocation may be recommended.

                                      11
<PAGE>
       The following table sets forth information concerning the activity in the
allowance for loan losses during the periods indicated (dollars in thousands):
                                            For the nine months ended
                                      September 30, 2000    September 30, 1999
                                      ------------------    ------------------
Allowance at beginning of period      $        2,341        $        1,984
Charge-offs:
  Real estate loans                                -                   144
  Commercial loans                               227                   269
  Consumer loans                                  17                    25
                                      ------------------    ------------------
      Total charge-offs                          244                   438
Recoveries:
  Real estate loans                               25                     -
  Commercial loans                                29                    25
  Consumer loans                                   4                     -
                                      ------------------    ------------------
      Total recoveries                            58                    25
Net charge-offs                                  186                   413
Provision for loan losses                        600                   610
                                      ------------------    ------------------
Allowance at end of period            $        2,755        $        2,181
                                      ==================    ==================

Nonperforming Assets
       Nonperforming  assets include 1) loans which are 90 days or more past due
and have been placed into non-accrual status; 2) accruing loans that are 90 days
or more delinquent that are deemed by management to be adequately secured and in
the  process of  collection;  and 3) ORE (i.e.,  real  estate  acquired  through
foreclosure or deed in lieu of  foreclosure).  All delinquent loans are reviewed
on a regular basis and are placed on non-accrual  status when, in the opinion of
management,   the  possibility  of  collecting  additional  interest  is  deemed
insufficient to warrant further accrual. As a matter of policy,  interest is not
accrued on loans past due 90 days or more  unless the loan is both well  secured
and in  process  of  collection.  When a loan is placed in  non-accrual  status,
interest accruals cease and uncollected accrued interest is reversed and charged
against current income.  Additional  interest income on such loans is recognized
only when received.

       The following  table sets forth  information  regarding the components of
nonperforming assets at the dates indicated (dollars in thousands):
                                      September 30, 2000    December 31, 1999
                                      ------------------    -----------------
Real estate loans                     $           484       $        1,462
Commercial loans                                  314                  453
Consumer loans                                      -                    -
                                      ------------------    -----------------
     Total non-accrual loans                      798                1,915
Other real estate                                 256                1,528
Accruing loans 90 days past due                     2                  441
                                      ------------------    -----------------
     Total nonperforming assets       $         1,056       $        3,884
                                      ==================    =================
Bank Premises and Equipment
       Bank  premises and  equipment  was $9.5  million at  September  30, 2000,
compared to $9.6  million at December  31,  1999,  a decrease of $0.1 million or
1.0%.  This decrease was primarily due to the  depreciation of the buildings and
equipment and amortization of leasehold improvements.
                                      12
<PAGE>
Deposits
       Total  deposits were $187.0  million at September  30, 2000,  compared to
$175.1  million at December  31,  1999,  an  increase of $11.9  million or 6.8%.
During the nine months ended September 30, 2000, demand deposits  increased $4.2
million,  NOW and money market  deposits  increased  $0.8  million,  and savings
deposits and time deposits increased $7.0 million.

Long-term Debt and Convertible Subordinated Debentures
       There  was  no  long-term   debt   outstanding   (excluding   convertible
subordinated  debentures)  at either  September  30, 2000 or December  31, 1999.
During both periods, $630 thousand in convertible  subordinated  debentures were
outstanding.

Mandatory Redeemable Capital Securities of Subsidiary Trust
       In December 1998, the Company, through a statutory business trust created
and owned by the  Company,  issued  approximately  $6.7  million  (including  an
overallotment of approximately $750 thousand that closed on January 14, 1999) of
Trust Preferred  Securities that will mature on December 10, 2028. The principal
assets of the Trust are Debentures  issued to the Company in an aggregate amount
of $6.96 million, with an interest rate of 9.40% and a maturity date of December
10, 2028.

Stockholders' Equity
       Stockholders' equity was $18.8 million at September 30, 2000, or 8.21% of
total assets,  compared to $16.8  million,  or 8.02% of total assets at December
31, 1999.  At September  30, 2000,  the Bank's Tier I (core)  Capital  ratio was
7.67%,  its Tier I Risk-based  Capital ratio was 9.40%, and its Total Risk-based
Capital  ratio  was  10.65%.  The  capital  ratios  of the Bank at that date all
exceeded the minimum  regulatory  guidelines for an institution to be considered
"well capitalized". The increase in stockholders' equity was due to year to date
net income, less dividends declared and treasury shares redeemed,  and increases
in the market value of securities available for sale, net of deferred taxes.

COMPARISON OF RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED
SEPTEMBER 30, 2000 AND 1999

Overview
       Net  income  for the  three  months  ended  September  30,  2000 was $987
thousand  or $0.22 per share  diluted,  compared  to $638  thousand or $0.15 per
share  diluted for the same period in 1999.  On a pre-tax  basis,  United  Trust
earned  $157  thousand in 2000  versus  $406  thousand  in 1999,  EPW earned $91
thousand versus $82 thousand (before deducting $207 thousand of costs associated
with the cash payment in lieu of the issuance of revenue  shares) and the Bank's
pre-tax  profits  increased to $1.6 million from $885 thousand  during this same
period.

Analysis of Net Interest Income
       Interest  income for the three months ended  September  30, 2000 was $5.2
million, compared to $3.8 million for the same period in 1999, a $1.4 million or
36.8% increase. This increase in interest income is primarily due to an increase
in earning assets,  consisting  mostly of loans as well as a general increase in
interest  rates.  Interest  expense was $2.1  million for the three months ended
September 30, 2000, compared to $1.5 million for the same period in 1999, a $0.6
million or 40.0%  increase.  This  increase is  primarily  due to an increase in
interest  bearing  liabilities as well as a general  increase in interest rates.



                                      13
<PAGE>
Provision for Loan Losses
       For the three months ended  September  30, 2000,  the  provision for loan
losses charged to expense was $250  thousand,  compared to $205 thousand for the
same period in 1999,  an increase of $45  thousand or 21.9%.  The  allowance  of
possible  loan  losses was $2.8  million at  September  30,  2000.  Management's
judgment  as to the  adequacy  of the  allowance  is  based  upon  a  number  of
assumptions  about the future  events  which it believes to be  reasonable,  but
which  may or may  not be  accurate.  Because  of the  inherent  uncertainty  of
assumptions made during the evaluation  process,  there can be no assurance that
loan losses in future  periods will not exceed the  allowance for loan losses or
that additional provisions will not be required.

Noninterest Income
       Noninterest income for the three months ended September 30, 2000 was $1.3
million compared to $1.5 million for the same period in 1999, a decrease of $0.2
million or 13.3%.  This decrease was primarily  due to an  extraordinary  fee of
$350 thousand from a trust account for services provided in conjunction with the
sale of a closely  held  company in 1999,  partially  offset by an  increase  in
service charges on deposit accounts and gain on sale of loans.

Noninterest Expense
       Total  noninterest  expense for the three months ended September 30, 2000
was $2.5  million  compared  to $2.6  million  for the same  period  in 1999,  a
decrease of $0.1 million or 3.8%.  This decrease was due to lower  marketing and
business  development  expenses  and lower  consulting  expense  included in the
"other" category.

COMPARISON OF RESULTS OF OPERATIONS FOR THE NINE MONTHS ENDED
SEPTEMBER 30, 2000 AND 1999

Overview
       Net income for the nine months ended  September 30, 2000 was $2.2 million
or $0.50 per share diluted,  compared to $1.6 million or $0.37 per share diluted
for the same  period in 1999.  On a pre-tax  basis,  United  Trust  earned  $355
thousand in 2000 versus $536 thousand in 1999, EPW's pre-tax  operating  profits
(before  deducting $280 thousand of costs associated with a cash payment in lieu
of the issuance of  performance  shares)  increased to $289  thousand  from $250
thousand  (before  deducting  $297  thousand of costs  associated  with the cash
payment in lieu of the issuance of  performance  shares)  during this period and
the Bank's  pre-tax  profits  increased to $3.9 million from $2.6 million during
this same period.

Analysis of Net Interest Income
       Interest  income for the nine months ended  September  30, 2000 was $14.1
million,  compared to $10.7  million for the same period in 1999, a $3.4 million
or 31.8%  increase.  This  increase in interest  income is  primarily  due to an
increase  in  earning  assets,  consisting  mostly of loans as well as a general
increase  in interest  rates.  Interest  expense  was $5.8  million for the nine
months ended September 30, 2000, compared to $4.2 million for the same period in
1999, a $1.6 million or 38.1%  increase.  This  increase is primarily  due to an
increase  in  interest  bearing  liabilities  as well as a general  increase  in
interest rates.

Provision for Loan Losses
       For the nine months ended  September  30, 2000,  the  provision  for loan
losses charged to expense was $600  thousand,  compared to $610 thousand for the
same  period in 1999,  a decrease  of $10  thousand or 1.6%.  The  allowance  of
possible  loan  losses was $2.8  million at  September  30,  2000.  Management's
                                      14
<PAGE>
judgment  as to the  adequacy  of the  allowance  is  based  upon  a  number  of
assumptions  about the future  events  which it believes to be  reasonable,  but
which  may or may  not be  accurate.  Because  of the  inherent  uncertainty  of
assumptions made during the evaluation  process,  there can be no assurance that
loan losses in future  periods will not exceed the  allowance for loan losses or
that additional provisions will not be required.

Noninterest Income
       Noninterest  income for the nine months ended September 30, 2000 was $3.8
million  unchanged from the same period in 1999. EPW and United Trust's combined
revenues increased $246 thousand in 2000, adjusting for the extraordinary fee of
$350  thousand  recorded  in 1999.  An  increase  in service  charges on deposit
accounts of $146 thousand was partially  offset by a decrease of $49 thousand in
the gain on sale of loans and other fees during this period.

Noninterest Expense
       Total  noninterest  expense for the nine months ended  September 30, 2000
was $7.9  million  compared  to $7.2  million  for the same  period in 1999,  an
increase of $0.7 million or 9.7%.  This  increase was due to increases in salary
and benefits expense of $537 thousand,  data processing expense of $62 thousand,
and other operating expense of $139 thousand, which includes REO expense of $129
thousand.

LIQUIDITY
       During the nine months ended  September 30, 2000,  the Company's  primary
sources of funds consisted of deposit inflows and proceeds from the maturity and
principal  repayment  of  securities  available  for sale.  The Company used its
capital resources  principally to fund existing and continuing loan commitments,
to purchase loan  participations  and to purchase  overnight  investments  (i.e.
federal  funds sold).  At September  30, 2000,  the Company had  commitments  to
originate  loans  totaling  $8.2  million.  Management  believes the Company has
adequate  resources to fund all its commitments.  Management also believes that,
if so desired,  it can adjust the rates on time deposits to retain deposits in a
changing interest rate environment. As a Florida-chartered  commercial bank, the
Bank is required  to  maintain a liquidity  reserve of at least 15% of its total
transaction  accounts  and 8% of its total  nontransaction  accounts  less those
deposits of certain public funds.  The liquidity  reserve may consist of cash on
hand, cash on demand with other  correspondent  banks and other  investments and
short-term  marketable  securities  as defined,  such as federal  funds sold and
United States  securities or securities  guaranteed by the United States.  As of
September 30, 2000, the Bank had liquidity of  approximately  $19.9 million,  or
approximately 11% of total deposits.

      Management  believes the Bank was in compliance  with all minimum  capital
requirements that it was subject to at September 30, 2000.

      For  information   concerning  the  recent  announcement  of  the  pending
acquisition of First Security Bank in Sarasota,  Florida by the Company,  please
see PART II. ITEM 5. "OTHER INFORMATION".

PART II.  OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS
       The Company and the Bank are parties to various legal  proceedings in the
ordinary  course of  business.  Management  does not  believe  that there is any
pending or  threatened  proceeding  against the  Company or the Bank  which,  if
determined adversely,  would have a material effect on the business,  results of
operations, or financial position of the Company or the Bank.
                                     15
<PAGE>
ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

         The following  shares of United Financial common stock, par value $0.01
per share ("United Financial Common Stock"),  were issued during the nine months
ended September 30, 2000:

         On January  31,  2000,  an  aggregate  of 51,827  shares were issued to
certain officers of United Trust pursuant to an incentive stock plan established
in connection with the acquisition of Fiduciary  Services  Corporation  ("FSC").
Under the plan, no additional cash or consideration  was received by the Company
pursuant  to the  issuance of such  shares.  These  shares of common  stock were
issued in reliance upon the exemption  from  registration  under Section 4(2) of
the Securities Act of 1933 as transactions by an issuer not involving any public
offering.  The recipients of the securities issued  represented their intentions
to acquire the securities for investment  only and not with a view for resale or
distribution  and  appropriate  legends were  affixed to the share  certificates
issued.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         None.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SHAREHOLDERS

         None.

ITEM 5.  OTHER INFORMATION

         The Company  announced on October 6, 2000 an agreement to purchase 100%
of the stock of First  Security  Bank,  located in Sarasota.  Completion  of the
transaction  is subject to First  Security Bank  shareholder  approval and other
customary  conditions.  The purchase price is anticipated to be in a range of $5
to $5.5 million,  payable in a  combination  of cash and  convertible  preferred
stock. The agreement also contemplates  that additional  incentive shares may be
payable based on First Security's achieving certain future financial targets.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits

     27       Financial Data Schedule

(b) Reports on Form 8-K

     There were no reports on Form 8-K filed during the period ending  September
30, 2000.












                                     16
<PAGE>
                UNITED FINANCIAL HOLDINGS, INC. AND SUBSIDIARIES

                                   SIGNATURES

       Under  the  requirements  of the  Securities  Exchange  Act of 1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.


                                   UNITED FINANCIAL HOLDINGS, INC.
                                   (Registrant)

Date:   November 3, 2000            By:   /s/ NEIL W. SAVAGE
      --------------------          -------------------
                                    Neil W. Savage
                                    President and Chief Executive Officer



Date:   November 3, 2000            By:   /s/ C. PETER BARDIN
      --------------------          --------------------
                                    C. Peter Bardin
                                    Senior Vice President and
                                    Chief Financial Officer
                                    (Principal Financial and
                                    Accounting Officer)






























                                     17