<PAGE>

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 FORM 10-KSB/A

                   ANNUAL REPORT UNDER SECTION 13 OR 15 (d) OF
                     THE SECURITIES AND EXCHANGE ACT OF 1934

                   For the Fiscal Year ended December 31, 2002

                          Commission File No. 333-4984

                                PCB BANCORP, INC.
             (Exact Name of Registrant as Specified in its Charter)

         Tennessee                                          62-1641671
(State or other jurisdiction                     (I.R.S. Employer Identification
     of incorporation)                                        Number)

300 Sunset Dr.: Johnson City, Tennessee                        37604
(Address of Principal Executive Office)                      (Zip Code)

                                 (423) 915-2200
                 (Issuer's Telephone Number Including Area Code)

      Securities Registered Pursuant to Section 12(b) or 12(g) of the Act:
                                      None

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

                            Yes [X]            No [ ]

Check if there is no disclosure of delinquent filers pursuant to Item 405 of
Regulation S-B contained in this form, and no disclosure will be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB

                            Yes [X]            No [ ]

         State issuer's revenues for its most recent fiscal year:
                                   $ 9,564,684

The aggregate market value of the issuer's voting stock held by non-affiliates,
computed by reference the price at which the stock was sold as of March 26,
2003, is $13,171,972 for 598,726 shares, at an estimated $22.00 per share.

                                     830,100
     (Outstanding shares of the issuer's common stock as of March 26, 2003)

<PAGE>

                                PCB BANCORP, INC.

                                  CONSOLIDATED
                              FINANCIAL STATEMENTS

                                      WITH

                          INDEPENDENT AUDITORS' REPORT

                 For the Years Ended December 31, 2002 and 2001

<PAGE>

                                PCB BANCORP, INC.
                           December 31, 2002 and 2001

                                      INDEX

<TABLE>
<CAPTION>
                                                                    Page
                                                                   Number
                                                                   ------
<S>                                                                <C>
Independent Auditors' Report                                          1

Consolidated Statements of Financial Condition                        2

Consolidated Statements of Income                                     3

Consolidated Statements of Shareholders' Equity                       5

Consolidated Statements of Cash Flows                                 6

Notes to the Consolidated Financial Statements                        8
</TABLE>

<PAGE>

                          INDEPENDENT AUDITORS' REPORT

To the Board of Directors and Audit Committee
PCB Bancorp, Inc.
Johnson City, Tennessee 37602

We have audited the accompanying consolidated statements of financial condition
of PCB Bancorp, Inc. and wholly-owned subsidiary, People's Community Bank, as of
December 31, 2002 and 2001, and the related consolidated statements of income,
changes in shareholders' equity and cash flows for the years then ended. These
consolidated financial statements are the responsibility of PCB Bancorp's
management. Our responsibility is to express an opinion on these consolidated
financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the consolidated
financial statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of PCB Bancorp, Inc.
and wholly-owned subsidiary, People's Community Bank, at December 31, 2002 and
2001, and the results of their operations and their cash flows for the years
then ended in conformity with accounting principles generally accepted in the
United States of America.

                                               BLACKBURN, CHILDERS AND STEAGALL,
                                               Johnson City, Tennessee

PLC

February 21, 2003

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                           December 31, 2002 and 2001

<TABLE>
<CAPTION>
                                                                                 2002            2001
                                                                           ---------------    -----------
<S>                                                                        <C>                <C>
                                     ASSETS

Cash and Due from Banks                                                    $     7,836,372      6,040,810
Federal Funds Sold                                                                 209,000      7,573,000
Securities Held-to-Maturity                                                      1,000,000        100,412
Securities Available-for-Sale                                                   27,728,986     22,163,522
Loans Held for Sale                                                              2,431,423        732,723
Loans Receivable, Net of Allowance for Loan Losses
 and Deferred Loan Origination Fees                                            108,818,305     88,960,311
Interest Receivable                                                                681,609        608,365
Premises and Equipment, Net of Accumulated Depreciation                          2,863,775      2,671,769
Restricted Investments                                                             484,400        338,700
Deferred Tax Asset                                                                  39,905        181,853
Other Assets                                                                       205,323        822,794
                                                                           ---------------    -----------

           Total Assets                                                    $   152,299,098    130,194,259
                                                                           ===============    ===========

                      LIABILITIES AND SHAREHOLDERS' EQUITY
LIABILITIES:
  Deposits:
    Demand Deposits                                                        $    16,810,677     14,682,509
    Savings and NOW Deposits                                                    92,583,818     67,033,953
    Other Time Deposits                                                         21,507,028     29,420,183
  Federal Funds Purchased                                                          875,000              -
  Interest Payable                                                                 110,587        195,124
  Dividend Payable                                                                  82,910         66,200
  Line of Credit                                                                 6,000,000      6,000,000
  Accounts Payable and Other Liabilities                                         1,807,153      2,027,823
                                                                           ---------------    -----------
           Total Liabilities                                                   139,777,173    119,425,792
                                                                           ---------------    -----------

SHAREHOLDERS' EQUITY:
  Common Stock - $1 par value; 3,000,000 shares authorized;
   829,100 and 827,500 shares issued and outstanding, at
   2002 and 2001, respectively                                                     829,100        827,500
  Additional Paid-in Capital                                                     7,492,300      7,474,500
  Retained Earnings                                                              3,625,075      2,344,632
  Accumulated Other Comprehensive Income                                           575,450        121,835
                                                                           ---------------    -----------
          Total Shareholders' Equity                                            12,521,925     10,768,467
                                                                           ---------------    -----------

          Total Liabilities and Shareholders' Equity                       $   152,299,098    130,194,259
                                                                           ===============    ===========
</TABLE>

   The accompanying notes are an integral part of these financial statements.

                                       2

<PAGE>


                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                        CONSOLIDATED STATEMENTS OF INCOME
                 For the Years Ended December 31, 2002 and 2001

<TABLE>
<CAPTION>
                                                                      2002           2001
                                                                  ------------    ---------
<S>                                                               <C>             <C>
INTEREST INCOME:
    Interest on Loans                                             $  6,892,256    7,139,666
    Interest on Investments                                          1,355,500    1,440,341
    Interest on Federal Funds Sold                                      92,432      208,733
                                                                  ------------    ---------

       Total Interest Income                                         8,340,188    8,788,740
                                                                  ------------    ---------
INTEREST EXPENSE:
    Interest on Interest Bearing Checking Accounts                      93,423      102,000
    Interest on Money Market Accounts                                1,342,692      922,978
    Interest on Passbook Accounts                                      707,536      877,027
    Interest on Certificates of Deposit                                743,633    2,694,454
    Interest on Other Borrowed Funds                                   302,393      311,118
                                                                  ------------    ---------

       Total Interest Expense                                        3,189,677    4,907,577
                                                                  ------------    ---------

Net Interest Income                                                  5,150,511    3,881,163
    Provision for Loan Losses                                          511,634      335,426
                                                                  ------------    ---------

Net Interest Income after Provision for Loan Losses                  4,638,877    3,545,737
                                                                  ------------    ---------

NON-INTEREST INCOME:
    Service Charges                                                    400,916      403,438
    Loan Origination Fees                                              799,457      569,452
    Net Gains from Sale of Loans                                             -            -
    Net Realized Gains on Sales and Calls of Securities                 22,783       82,867
    Miscellaneous Income                                                 1,340       33,754
                                                                  ------------    ---------

       Total Non-Interest Income                                     1,224,496    1,089,511
                                                                  ------------    ---------

NON-INTEREST EXPENSES:
    Salaries                                                         1,737,417    1,524,271
    Payroll Taxes                                                      130,837      117,687
    Employee Benefits                                                  169,910      136,252
    Net Realized Loss on Sale of Other Real Estate Owned                11,584       11,486
    Net Unrealized Impairment Loss on Other Real Estate Owned           30,000       65,962
    Occupancy Expense                                                  116,411      108,294
    Rental Expense                                                      52,734       31,800
</TABLE>

                                  (Continued)

                                       3

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                        CONSOLIDATED STATEMENTS OF INCOME
                 For the Years Ended December 31, 2002 and 2001

<TABLE>
<CAPTION>
                                                                      2002           2001
                                                                  ------------    ----------
<S>                                                               <C>             <C>
NON-INTEREST EXPENSES (CONTINUED):
    Furniture and Equipment Expense                                    18,043        31,614
    Computer Equipment Expense                                        108,922        95,682
    Stationery, Supplies and Printing                                  92,203        86,578
    Postage, Express and Freight                                       98,728        89,664
    Telephone Expense                                                  86,538        50,551
    Vehicle Expense                                                    22,945        22,244
    Outside Services                                                  162,521       125,722
    Teller Over and Short                                              (4,513)         (865)
    Advertising and Promotion                                         101,895        63,490
    Loan Collection Expense                                           135,889        18,371
    Bank Security and Protection                                        9,528         4,255
    FDIC Assessment                                                    19,723        19,984
    Insurance                                                          48,583        43,726
    Dues and Subscriptions                                             25,937        19,458
    Franchise Tax Expense                                              65,705        26,978
    Refunds and Reimbursements                                         10,515         8,557
    Travel and Meetings                                                 4,081         1,561
    Contributions                                                       9,604         7,015
    Depreciation                                                      288,835       286,844
    Directors' Fees                                                    63,050        48,750
    Miscellaneous Expenses                                            134,389        44,209
                                                                  -----------     ---------

       Total Non-Interest Expenses                                  3,752,014     3,090,140
                                                                  -----------     ---------

Income Before Taxes                                                 2,111,359     1,545,108

INCOME TAX PROVISION:
    Income Tax Expense                                                549,310       446,325
                                                                  -----------     ---------

Net Income                                                        $ 1,562,049     1,098,783
                                                                  ===========     =========

Net Income per Share - Basic                                      $      1.88          1.34
                                                                  ===========     =========

Net Income per Share - Assuming Dilution                          $      1.78          1.25
                                                                  ===========     =========
</TABLE>

   The accompanying notes are an integral part of these financial statements.

                                       4

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
                 For the Years Ended December 31, 2002 and 2001

<TABLE>
<CAPTION>
                                                                               Accumulated
                                                   Additional                     Other
                                      Common        Paid-in       Retained    Comprehensive
                                       Stock        Capital       Earnings        Income         Total
                                    -----------   -----------    ----------   -------------   -----------
<S>                                 <C>           <C>            <C>          <C>             <C>
Balances, January 1, 2001           $   817,700     7,367,500    1,483,766         14,315       9,683,281

COMPREHENSIVE INCOME:
Net Income                                    -             -    1,098,783              -       1,098,783
Other Comprehensive Income
    Net of Tax:
      Change In Unrealized
        Gain (Loss) on Securities
        Available-For-Sale, Net
        of Deferred Income Tax
        of $71,680                                                                107,520         107,520
                                                                                               ----------
Total Comprehensive Income                                                                      1,206,303
Stock Option Exercises                    9,800       107,000            -              -         116,800
Cash Dividends                                -             -     (237,917)             -        (237,917)
                                    -----------     ---------    ---------        -------      ----------

Balances, December 31, 2001         $   827,500     7,474,500    2,344,632        121,835      10,768,467

COMPREHENSIVE INCOME:
Net Income                                    -             -    1,562,049              -       1,562,049
Other Comprehensive Income
    Net of Tax:
      Change in Unrealized
        Gain (Loss) on Securities
        Available-For-Sale, Net
        of Deferred Income Tax
        of $302,410                                                               453,615         453,615
                                                                                               ----------
Total Comprehensive Income                                                                      2,015,664
Stock Option Exercises                    1,600        17,800            -              -          19,400
Cash Dividends                                -             -     (281,606)             -        (281,606)
                                    -----------     ---------    ---------        -------      ----------

Balances, December 31, 2002         $   829,100     7,492,300    3,625,075        575,450      12,521,925
                                    ===========     =========    =========        =======      ==========
</TABLE>

   The accompanying notes are an integral part of these financial statements.

                                       5

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                 For the Years Ended December 31, 2002 and 2001

<TABLE>
<CAPTION>
                                                                                      2002              2001
                                                                                  -------------     -------------
<S>                                                                               <C>               <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net Income                                                                     $  1,562,049         1,098,783
   Adjustments to Reconcile Net Income to Net Cash
     Provided by (Used for) Operating Activities:
       Depreciation Expense                                                            288,835           286,844
       Realized (Gain) Loss on Sale of Other Real Estate Owned                          11,584                 -
       Unrealized Impairment Loss on Other Real Estate Owned                            30,000                 -
       Provision for Loan Losses                                                       511,634           335,426
       Discount Accretion Net of Premium Amortization                                  (33,087)         (108,455)
       Origination of Mortgage Loans Held for Sale                                 (27,622,457)      (21,976,525)
       Proceeds from Mortgage Loans Sold                                            25,923,757        21,486,003
       Net Realized (Gains) Losses on Sales and Calls of Securities                    (22,783)          (82,867)
       Deferred Income Tax                                                            (241,684)         (263,076)
   (Increase) Decrease in Assets:
       Interest Receivable                                                             (73,244)          131,676
       Other Assets                                                                    617,471          (605,096)
   Increase (Decrease) in Liabilities:
       Interest Payable                                                                (84,537)         (300,923)
       Accounts Payable and Other Liabilities                                         (220,670)        1,348,748
                                                                                  ------------       -----------

Net Cash Provided by Operating Activities                                              646,868         1,350,538
                                                                                  ------------       -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
    Net (Increase) Decrease in Federal Funds Sold                                    7,364,000        (5,190,000)
    Purchases of Available-for-Sale Securities                                     (14,646,578)      (12,377,460)
    Proceeds from Sales, Maturities and Calls of Available-For-Sale Securities       6,138,347        12,207,993
    Principal Payments Received on Mortgage Backed Securities                        2,106,372         2,260,291
    Purchases of Restricted Investments                                               (145,700)          (27,500)
    Purchases of Premises and Equipment                                               (478,501)          (48,997)
    Loan Participations Bought                                                      (4,899,210)       (1,038,163)
    Loan Participations Sold                                                         8,460,000         2,375,189
    Proceeds from Sale of Foreclosed Property                                          786,000                 -
    Net Increase in Loans                                                          (23,930,418)       (6,467,407)
                                                                                  ------------       -----------

Net Cash Used for Investing Activities                                             (19,245,688)       (8,306,054)
                                                                                  ------------       -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
    Dividends Paid                                                                    (264,896)         (228,956)
    Stock Options Exercised                                                             19,400           116,800
    Proceeds from Line of Credit                                                             -         4,000,000
    Net Increase in Federal Funds Purchased                                            875,000                 -
    Net Increase in Deposits                                                        19,764,878         4,819,461
                                                                                  ------------       -----------
Net Cash Provided by Financing Activities                                           20,394,382         8,707,305
                                                                                  ------------       -----------
</TABLE>

   The accompanying notes are an integral part of these financial statements.

                                       6

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                 For the Years Ended December 31, 2002 and 2001

<TABLE>
<CAPTION>
                                                                               2002         2001
                                                                           ------------   ---------
<S>                                                                        <C>            <C>
Increase (Decrease) in Cash and Cash Equivalents                              1,795,562   1,751,789
                                                                           ------------   ---------

Cash and Cash Equivalents, Beginning of Year                                  6,040,810   4,289,021
                                                                           ------------   ---------

Cash and Cash Equivalents, End of Year                                     $  7,836,372   6,040,810
                                                                           ============   =========

SUPPLEMENTAL DISCLOSURES:
    Cash Paid During the Year for Interest                                 $  3,274,214   5,208,500
                                                                           ============   =========

    Cash Paid During the Year for Income Taxes                             $    665,079     511,022
                                                                           ============   =========

    Loans Transferred to Other Real Estate Owned (Foreclosures)            $    598,704     935,353
                                                                           ============   =========
</TABLE>

   The accompanying notes are an integral part of these financial statements.

                                       7

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2002 and 2001

NOTE 1.  SIGNIFICANT ACCOUNTING POLICIES:

Basis of Consolidation

The consolidated financial statements include the accounts of PCB Bancorp, Inc.
(Company), a one-bank holding company, formed on October 1, 1996 and its
wholly-owned subsidiary, People's Community Bank. All material intercompany
balances and transactions have been eliminated in consolidation.

Nature of Operations

People's Community Bank is a state-chartered bank formed on December 15, 1995.
On October 1, 1996 the Bank became a wholly-owned subsidiary of PCB Bancorp,
Inc., a one bank holding company. People's Community Bank provides a variety of
banking services to individuals and businesses in Upper East Tennessee through
its main office on Sunset Drive, branch locations in Fall Branch, Boones Creek
and on Main Street in Johnson City, and a loan production office in Kingsport.
Its primary deposit products are demand deposits, savings deposits and
certificates of deposit; and its primary lending products are commercial
business, real estate mortgage and installment loans. As a state bank, the Bank
is subject to regulation by the Tennessee State Banking Department and the
Federal Deposit Insurance Corporation.

Financial Reporting

The Company reports on the accrual basis of accounting for financial purposes.

Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers cash and cash
equivalents as those amounts included in the statement of financial condition as
captioned "cash and due from banks". Federal funds sold are not included as cash
or cash equivalents.

Cash Reserve

Included in Cash and Due from Banks are average daily reserve balances the Bank
is required to maintain. The amount of these required reserves are calculated
based on a percentage of certain deposit balances and was $735,595 at December
31, 2002.

Use of Estimates

The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those estimates.

                                       8

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2002 and 2001

NOTE 1.  SIGNIFICANT ACCOUNTING POLICIES (CONTINUED):

Material estimates that are particularly susceptible to significant change
relate to the determination of the allowance for losses on loans. While
management uses available information to recognize losses on loans, future
additions to the allowance may be necessary based on changes in local economic
conditions. In addition, regulatory agencies, as an integral part of their
examination process, periodically review the Bank's allowances for losses on
loans. Such agencies may require the Bank to recognize additions to the
allowances based on their judgments about information available to them at the
time of their examination. Because of these factors, it is reasonably possible
that the allowances for losses on loans may change materially in the near term.
However, the amount of the change that is reasonably possible cannot be
estimated.

Investment Securities

Securities Held-to-Maturity: Debt securities that management has the positive
intent and ability to hold to maturity are reported at cost, adjusted for
amortization of premiums and accretion of discounts that are recognized in
interest income using methods approximating the interest method over the period
to maturity.

Securities Available-for-Sale: Debt securities not classified as
held-to-maturity are classified as available-for-sale. Securities
available-for-sale are carried at fair value with unrealized gains and losses
reported separately net of tax, through a separate component of shareholders'
equity. Gains and losses on sales of securities are determined using the
specific-identification method. The amortization of premiums and the accretion
of discounts are recognized in interest income using methods approximating the
interest method.

Loans Held for Sale

Mortgage loans originated and intended for sale in the secondary market are
carried at the lower of cost or estimated market value in the aggregate. Net
unrealized losses are recognized through a valuation allowance of charges to
income.

Loans

Loans are stated at unpaid principal, less the allowance for loan losses and net
deferred loan fees and unearned discounts.

Unearned discounts on installment loans are recognized as income over the term
of the loans using a method that approximates the interest method.

Loan origination and commitment fees, as well as certain direct origination
costs, are deferred and amortized as a yield adjustment over the lives of the
related loans using a method that approximates the interest method. Amortization
of the deferred loan fees is discontinued when a loan is placed on nonaccrual
status.

Loans are determined to be past due or delinquent based on the contractual terms
of the loan agreement. The bank evaluates significantly delinquent loans on an
individual basis to determine if charge off or reclassification to impaired
status is appropriate.

                                       9

<PAGE>

The accrual of interest income is discontinued on any asset for which payment in
full of interest or principal is not expected, or on any asset upon which
principal or interest has been in default for a period of 90 days or more,
unless it is both well secured and in the process of collection. Loans are
placed on non-accrual status upon notification of bankruptcy by the borrower.

                                       10

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2002 and 2001

NOTE 1.  SIGNIFICANT ACCOUNTING POLICIES (CONTINUED):

Interest income generally is not recognized on specific impaired loans unless
the likelihood of further loss is remote. Cash payments received on such loans
are applied as a reduction of the loan principal balance. Interest income on
other impaired loans is recognized only to the extent of interest payments
received.

Allowance for Loan Losses

The allowance for loan losses is maintained at a level which, in management's
judgment, is adequate to absorb credit losses inherent in the loan portfolio.
The amount of the allowance is based on management's evaluation of the
collectibility of the loan portfolio, including the nature of the portfolio,
credit concentrations, trends in historical loss experience, specific impaired
loans, economic conditions, and other risks inherent in the portfolio.
Allowances for impaired loans are generally determined based on collateral
values or the present value of estimated cash flows. Although management uses
available information to recognize losses on loans, because of the uncertainties
associated with local economic conditions, collateral values, and future cash
flows on impaired loans, it is reasonably possible that a material change could
occur in the allowance for loan losses in the near term. However, the amount of
the change that is reasonably possible cannot be estimated. The allowance is
increased by a provision for loan losses, which is charged to expense and
reduced by charge-offs, net of recoveries. Changes in the allowance relating to
impaired loans are charged or credited to the provision for loan losses.

Premises and Equipment

Premises and equipment are stated at cost less any accumulated depreciation.
Depreciation is provided for using the straight-line method over the useful
lives of the assets. Maintenance and repairs are expensed as incurred while
major additions and improvements are capitalized. Gains and losses on
dispositions are included in current operations.

Other Real Estate Owned

Real estate properties acquired through or in lieu of loan foreclosure are
initially recorded at the lower of the Bank's carrying amount or fair value less
estimated selling cost at the date of foreclosure. Any write-downs based on the
asset's fair value at the date of acquisition are charged to the allowance for
loan losses. After foreclosure, these assets are carried at the lower of their
new cost basis or fair value less cost to sell. Valuations are periodically
performed by management, and any subsequent write-downs are recorded as a charge
to operations, if necessary, to reduce the carrying value of a property to the
lower of its cost or fair value less cost to sell.

Income Taxes

Income taxes are provided for the tax effects of the transactions reported in
the financial statements and consist of taxes currently due plus deferred taxes
related primarily to differences between the depreciation and loan loss reserves
for financial and income tax reporting. The deferred tax assets and liabilities
represent the future tax consequences of those differences, which will either be
taxable or deductible when the assets and liabilities are recovered or settled.
Deferred tax assets and liabilities are reflected at income tax rates applicable
to the period in which the deferred tax assets or liabilities are expected to be
realized or settled. As changes in tax laws or rates are enacted, deferred tax
assets and liabilities are adjusted through the provision for income tax.

                                       11

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2002 and 2001

NOTE 1.  SIGNIFICANT ACCOUNTING POLICIES (CONTINUED):

     Fair Values of Financial Instruments

     Statement of Financial Accounting Standards (SFAS) No. 107, Disclosures
     about Fair Value of Financial Instruments, requires disclosure of fair
     value information about financial instruments, whether or not recognized in
     the statement of financial condition. In cases where quoted market prices
     are not available, fair values are based on estimates using present value
     or other valuation techniques. Those techniques are significantly affected
     by the assumptions used, including the discount rate and estimates of
     future cash flows. In that regard, the derived fair value estimates cannot
     be substantiated by comparison to independent markets and, in many cases,
     could not be realized in immediate settlement of the instruments. SFAS No.
     107 excludes certain financial instruments and all non-financial
     instruments from its disclosure requirements. Accordingly, the aggregate
     fair value amounts presented do not represent the underlying value of the
     Bank.

     The following methods and assumptions were used by the Bank in estimating
     its fair value disclosures for financial instruments:

         Cash and Cash Equivalents: The carrying amounts reported in the
         statement of financial condition for cash and cash equivalents
         approximate their fair value.

         Investment Securities: Fair values for investment securities are based
         on quoted market prices, where available. If quoted market prices are
         not available, fair values are based on quoted market prices of
         comparable instruments.

         Loans: For variable-rate loans that re-price frequently and with no
         significant change in credit risk, fair values are based on carrying
         amounts. The fair values for other loans (for example, fixed rate
         commercial real estate and rental property mortgage loans and
         commercial and industrial loans) are estimated using discounted cash
         flow analysis, based on interest rates currently being offered for
         loans with similar terms to borrowers of similar credit quality. Loan
         fair value estimates include judgments regarding future expected loss
         experience and risk characteristics. The carrying amount of accrued
         interest receivable approximates its fair value.

         Deposits: The fair values disclosed for demand deposits (for example,
         interest-bearing checking accounts and passbook accounts) are, by
         definition, equal to the amount payable on demand at the reporting date
         (that is, their carrying amounts). The carrying amounts of
         variable-rate, fixed-term money market accounts and certificates of
         deposit approximate their fair values. The fair values for fixed rate
         certificates of deposit are estimated using a discounted cash flow
         calculation that applies interest rates currently being offered on
         certificates to a schedule of aggregated contractual maturities on such
         time deposits.

         Accrued Interest: The carrying amount of accrued interest approximates
         the fair values.

                                       12

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2002 and 2001

NOTE 1.  SIGNIFICANT ACCOUNTING POLICIES (CONTINUED):

     Fair Values of Financial Instruments (continued):

         Off-Balance-Sheet Instruments: Fair values for off-balance-sheet
         lending commitments are based on fees currently charged to enter into
         similar agreements, taking into account the remaining terms of the
         agreements and the counterparties' credit standings.

     Advertising

     The Bank expenses advertising costs as they are incurred.

     Net Income Per Share

     Net income per share of common stock has been computed on the basis of
     the weighted-average number of shares of common stock outstanding.

     Comprehensive Income

     Comprehensive income is defined as the change in equity from transactions
     and other events from non-owner sources. It includes all changes in equity
     except those resulting from investments by shareholders and distributions
     to shareholders. Comprehensive income includes net income and certain
     elements of "other comprehensive income" such as foreign currency
     translations, accounting for futures contracts, employers accounting for
     pensions; and accounting for certain investments in debt and equity
     securities.

     The Bank has elected to report its comprehensive income in the Statement
     of Shareholders' Equity. The only element of "other comprehensive income"
     that the Bank has is the unrealized gains or losses on available-for-sale
     securities.

     The components of the change in net unrealized gains (losses) on
     securities were as follows:

<TABLE>
<CAPTION>
                                                         2002         2001
                                                      ----------    --------
<S>                                                   <C>           <C>
Unrealized holding gains (losses)
  arising during the year                             $ 778,808     262,067

Reclassification adjustment for (gains)/losses
  realized in net income                                (22,783)    (82,867)
                                                      ---------     -------

Net unrealized holding gains (losses) before taxes      756,025     179,200

Tax effect                                              302,410      71,680
                                                      ---------     -------

Net change                                            $ 453,615     107,520
                                                      =========     =======
</TABLE>

                                       13

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2002 and 2001

NOTE 2:  FINANCIAL STATEMENT PRESENTATION:

Certain amounts in the December 31, 2001 financial statements have been
reclassified to conform to the December 31, 2002 presentation.

NOTE 3.  INVESTMENTS:

The amortized costs of securities and their approximate fair values are as
follows:

<TABLE>
<CAPTION>
                                          December 31, 2002                                    December 31, 2001
                          --------------------------------------------------   -------------------------------------------------
                                          Gross        Gross                                  Gross        Gross
                           Amortized    Unrealized   Unrealized                 Amortized   Unrealized   Unrealized
                              Cost        Gains        Losses     Fair Value       Cost       Gains        Losses     Fair Value
                          -----------   ----------   ----------   ----------   ----------   ----------   ----------   ----------
<S>                       <C>           <C>          <C>          <C>          <C>          <C>          <C>          <C>
Available-for-Sale
U.S. Government
  Federal Agencies        $ 8,731,687    158,518        1,400      8,888,805    5,930,185      31,893         708      5,961,370
State and Municipal
  Governments              11,775,675    510,017        1,886     12,283,806    9,676,293     118,493      85,964      9,708,822
Corporate Securities          518,372     25,678            -        544,050            -           -           -              -
Mortgage-Backed
  Securities                5,744,170    268,155            -      6,012,325    6,353,985     145,780       6,435      6,493,330
                          -----------    -------        -----     ----------   ----------     -------      ------     ----------

Total Available-for-Sale   26,769,904    962,368        3,286     27,728,986   21,960,463     296,166      93,107     22,163,522
                          -----------    -------        -----     ----------   ----------     -------      ------     ----------

Held-to-Maturity
State and Municipal
  Governments               1,000,000      2,314            -      1,002,314      100,412         474           -        100,886
                          -----------    -------        -----     ----------   ----------     -------      ------     ----------

Total Held-to-Maturity      1,000,000      2,314            0      1,002,314      100,412         474           0        100,886
                          -----------    -------        -----     ----------   ----------     -------      ------     ----------

Total Investment
  Securities              $27,769,904    964,682        3,286     28,731,300   22,060,875     296,640      93,107     22,264,408
                          ===========    =======        =====     ==========   ==========     =======      ======     ==========
</TABLE>

The amortized cost and market value of debt securities at December 31, 2002, by
contractual maturity, are shown below. Expected maturities will differ from
contractual maturities because borrowers may have the right to call or prepay
obligations with or without call or prepayment penalties.

<TABLE>
<CAPTION>
                                                        Held-to-Maturity          Available-for-Sale
                                                     -----------------------   -----------------------
                                                     Amortized       Fair      Amortized       Fair
                                                       Cost          Value       Cost          Value
                                                     ----------   ----------   ----------   ----------
<S>                                                  <C>          <C>          <C>          <C>
Amounts maturing in:
     One year or less                                $        -            -    1,455,547    1,469,913
     After one year through five years                        -            -    5,973,561    6,156,485
     After five years through ten years                       -            -    7,304,082    7,610,171
     After ten years                                  1,000,000    1,002,314    6,292,544    6,480,092
     Mortgage-Backed Securities                               -            -    5,744,170    6,012,325
                                                     ----------   ----------   ----------   ----------
                                                     $1,000,000    1,002,314   26,769,904   27,728,986
                                                     ==========   ==========   ==========   ==========
</TABLE>

                                       14

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2002 and 2001

NOTE 3.  INVESTMENTS (CONTINUED):

Accrued interest on investments at December 31, 2002 and 2001 was $250,994 and
$190,519, respectively. During 2002 and 2001 the bank received $6,138,347 and
$12,207,993 proceeds from sales and calls of securities available for sale with
a carrying value based on historical cost and adjusted for amortization of
premiums and accretion of discounts of $6,115,564 and $12,125,126 resulting in a
realized gain of $22,783 and $82,867 in 2002 and 2001, respectively.

NOTE 4.  LOANS RECEIVABLE:

Loans at December 31 are summarized as follows:

<TABLE>
<CAPTION>
                                             2002            2001
                                        --------------    -----------
<S>                                     <C>               <C>
Commercial                              $  27,903,470     42,439,024
Residential Real Estate                    20,388,409      9,155,830
Non Residential Real Estate                46,824,648              -
Installment                                14,660,968     36,107,446
Consumer                                      515,787      2,354,874
Other                                         198,703        127,013
                                        -------------     ----------
                                          110,491,985     90,184,187
Allowance for Loan Losses                  (1,424,928)    (1,116,566)
Net Deferred Loan Origination Fees           (248,752)      (107,310)
                                        -------------     ----------

                                        $ 108,818,305     88,960,311
                                        =============     ==========
</TABLE>

Certain loans reported as Commercial and Installment at December 31, 2001 have
been reclassified as Non-Residential Real Estate at December 31, 2002. Due to
complexities involved, the classifications at December 31, 2001 have not been
restated.

Overdrafts of demand deposit accounts in the amount of $37,098 and $8,309 at
December 31, 2002 and 2001 respectively, are included in the Other
classification of loans receivable.

An analysis of the change in the allowance for loan losses follows:

<TABLE>
<CAPTION>
                                             2002            2001
                                        -------------     ----------
<S>                                     <C>               <C>
Balance at Beginning of Year            $  1,116,566        996,767
Provision for Loan Losses                    511,634        335,426
Loans Charged Off                           (218,596)      (203,061)
Recoveries on Loans                           15,324        (12,566)
                                        ------------      ---------

Balance at End of Year                  $  1,424,928      1,116,566
                                        ============      =========
</TABLE>

                                       15

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2002 and 2001

NOTE 5.  LOANS RECEIVABLE (CONTINUED):

A summary of loans by estimated maturity as of December 31 is as follows:

<TABLE>
<CAPTION>
                                 2002           2001
                            -------------    ----------
<S>                         <C>              <C>
Maturity within one year    $  56,121,068    38,638,067
One to five years              52,353,312    48,457,575
Over five years                 2,017,605     3,088,545
                            -------------    ----------

                            $ 110,491,985    90,184,187
                            =============    ==========
</TABLE>

Accrued interest receivable on loans at December 31, 2002 and 2001 was $430,615
and $417,846 respectively.

At December 31, 2002 and 2001, the total recorded investment in loans on
nonaccrual amounted to $928,129 and $617,833, respectively, and the total
recorded investment in loans past due ninety days or more and still accruing
interest amounted to approximately $94,190 and $164,459, respectively. At
December 31, 2002 and 2001, the total recorded investment in impaired loans
amounted to $0 and $298,959, respectively. The amount of the recorded investment
in impaired loans for which there is a related allowance for credit losses at
December 31, 2002 and 2001, is $0 and $185,000, respectively. The amount of the
recorded investment in impaired loans for which there is no related allowance
for credit loss is classified as substandard and is $0 and $113,959,
respectively. The amount of any cash receipts is applied to principal on
impaired loans. Interest income in the amount of $0 and $0 was recognized for
cash receipts during 2002 and 2001, respectively. The entire amount of the
impaired loan was written off as a bad debt during 2002.

The Bank has no commitments to loan additional funds to borrowers whose loans
have been modified.

The Bank services loans for others of $12,503,772 and $10,438,214 at December
31, 2002 and 2001 under loan participation agreements. The Bank receives no fees
for servicing these loans and no fees have been received in connection with the
origination of the loan participation agreements.

In the ordinary course of business, the Bank has and expects to continue to have
transactions, including borrowings, with certain of its officers, executive
directors, significant stockholders and their affiliates. In the opinion of
management, such transactions were on substantially the same terms, including
interest rates and collateral, as those prevailing at the time of comparable
transactions with other persons and did not involve more than a normal risk of
collectibility or present any other unfavorable features to the Bank. Loans to
such borrowers at December 31, 2002 and 2001 were $0 and $237,345. During 2002,
there were additional loans to such related parties in the amount of $0 and
repayments amounted to $237,345.

                                       16

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2002 and 2001

NOTE 6.  PREMISES AND EQUIPMENT (CONTINUED):

Premises and equipment are summarized as follows:

<TABLE>
<CAPTION>
                                        2002            2001
                                    ------------    -----------
<S>                                 <C>             <C>
Bank Building                       $ 1,589,585      1,308,319
Land                                    907,625        867,625
Land Improvements                       263,058        263,058
Leasehold Improvements                   49,847         47,210
Vehicles                                 13,603              -
Furniture and Equipment                 790,929        727,320
Computer Equipment                      669,016        591,634
Computer Software                        76,798         74,456
Construction in Progress                 25,800         25,800
                                    -----------     ----------
     Total                            4,386,261      3,905,422
Accumulated Depreciation             (1,522,486)    (1,233,653)
                                    -----------     ----------
Premises and Equipment-Net          $ 2,863,775      2,671,769
                                    ===========     ==========
</TABLE>

Depreciation expense for the years ended December 31, 2002 and 2001 was $288,835
and $286,844, respectively.

NOTE 7.  OTHER ASSETS:

Other Assets at December 31 consisted of the following:

<TABLE>
<CAPTION>
                                       2002        2001
                                    ---------    -------
<S>                                 <C>          <C>
Other Real Estate Owned             $ 101,802    738,205
Prepaid Expense                        91,797     76,150
Other Receivables                      11,724      8,439
                                    ---------    -------

                                    $ 205,323    822,794
                                    =========    =======
</TABLE>

                                       17

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2002 and 2001

NOTE 8.  DEPOSITS:

A summary of deposit account balances at December 31 is as follows:

<TABLE>
<CAPTION>
                                        2002             2001
                                    -------------    -----------
<S>                                 <C>              <C>
Regular Checking                    $   2,926,409      3,005,864
Club Checking                              52,290         76,101
Discount Checking                         305,516        295,705
Small Business Accounts                 7,230,376      5,625,638
Commercial Checking                     6,296,086      5,679,201
Primetime Checking                      1,792,043      1,736,148
NOW Accounts                            4,422,982      3,832,857
Money Market Accounts                  56,723,677     35,487,464
Saving Accounts                        29,645,116     25,977,484
Individual Retirement Accounts          2,814,992      2,747,769
Certificates of Deposit                18,692,036     26,672,414
                                    -------------    -----------

Total                               $ 130,901,523    111,136,645
                                    =============    ===========
</TABLE>

At December 31, 2002, scheduled maturities of certificates of deposit are as
follows:

<TABLE>
<S>             <C>
2003            $ 12,922,580
2004               2,396,388
2005               2,423,068
2006                       -
2007                 950,000
                ------------
                $ 18,692,036
                ============
</TABLE>

The aggregate amount of short-term jumbo certificates of deposit with a minimum
denomination of $100,000 was $5,161,954 and $9,259,539 at December 31, 2002 and
2001.

The Bank held deposits of approximately $2,400,995 and $1,240,999 for related
parties at December 31, 2002 and 2001 respectively.

NOTE 9.  ACCOUNTS PAYABLE AND OTHER LIABILITIES:

Accounts Payable and Other Liabilities at December 31 consisted of the
following:

<TABLE>
<CAPTION>
                                                     2002          2001
                                                 -----------    ---------
<S>                                              <C>            <C>
Property Tax Payable                             $    31,412       14,605
Miscellaneous Payables and Other Liabilities       1,595,373    1,780,927
Accrued State Franchise Tax                           31,305       26,978
Current Income Tax Payable                           149,063      205,313
                                                 -----------    ---------
                                                 $ 1,807,153    2,027,823
                                                 ===========    =========
</TABLE>

                                       18

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2002 and 2001

NOTE 10. ADVANCES FROM FEDERAL HOME LOAN BANK:

Effective June 13, 1997, People's Community Bank became members of the Federal
Home Loan Bank (FHLB) of Ohio. The Bank has been authorized to borrow up to
$8,748,269 on a line of credit from the FHLB. The Bank's total borrowing
capacity is a component of both capital stock and the member's most recent
Qualified Thrift Lender rating and access to borrowing is dependent upon
submission of advance application. The Bank has outstanding advances of
$6,000,000 and $6,000,000 from the FHLB at December 31, 2002 and 2001,
respectively. In addition, the Bank has pledged $2,300,000 and $2,300,000 of
their line of credit with the FHLB to the State of Tennessee Collateral Pool to
secure public funds on deposit with the Bank at December 31, 2002 and 2001,
respectively. Specific mortgage loans were pledged by the Bank with an
approximate value of $10,774,252 and $8,197,926 as of December 31, 2002 and
2001, respectively.

The table below presents selected information related to short term borrowings.

<TABLE>
<CAPTION>
                                                    2002           2001
                                                 ----------     ----------
<S>                                              <C>            <C>
Maximum balance (outstanding and pledged)
 at any month-end during the year                8,300,000      9,000,000

Average balance for the year                     8,300,000      5,666,667

Weighted Average Rate for the year                    4.75%          4.75%

Weighted Average Rate at year-end                     4.75%          4.75%
</TABLE>

NOTE 11. UNUSED LINES OF CREDIT:

The Bank entered into an open-ended unsecured line of credit with Columbus Bank
and Trust for $2,500,000 for federal fund purchases. Funds issued under this
agreement are at the Columbus Bank and Trust federal funds rate effective at the
time of borrowing. The line is renewed annually upon review by Columbus Bank and
Trust. The Bank had not drawn any of these funds at December 31, 2002 and 2001.

On August 23, 2001, the Bank also entered into an open-ended unsecured line of
credit with Compass Bank for $2,100,000 for federal fund purchases. Funds issued
under this agreement are at the effective rate of Compass Bank at the time of
borrowing. This line is renewed annually upon review by Compass Bank. The Bank
had drawn $875,000 and $0 December 31, 2002 and 2001, respectively.

                                       19

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2002 and 2001

NOTE 12. FINANCIAL INSTRUMENTS WITH OFF-BALANCE SHEET RISK:

At December 31, the Bank had outstanding commitments for unused lines and
letters of credit that are not reflected in the accompanying financial
statements as follows:

<TABLE>
<CAPTION>
                                           Variable Rate
                                    --------------------------
                                        2002           2001
                                    ------------    ----------
<S>                                 <C>             <C>
Lines of Credit                     $  6,281,019     5,988,543
Letters of Credit                      2,014,000     1,061,046
Loans Approved, Not Closed             1,844,346     3,898,400
                                    ------------    ----------
   Total                            $ 10,139,365    10,947,989
                                    ============    ==========
</TABLE>

Commitments to extend credit are financial instruments with off-balance sheet
risk entered into by the Bank in the normal course of business to meet the
financing needs of its customers. These commitments involve, to varying degrees,
elements of credit and interest rate risk in excess of the amount recognized in
the statement of financial condition. The Bank is at risk from the possible
inability of borrowers to meet the terms of their contracts and from movements
in interest rates. The Bank's exposure to credit loss in the event of
nonperformance by the borrower is represented by the contractual amount of the
financial instruments described above.

Standby letters of credit written are conditional commitments issued by the Bank
to guarantee the performance of a customer to a third party. Those guarantees
are issued to support public and private borrowing arrangements, bond financing,
and similar transactions. The credit risk involved in issuing a letter of credit
is essentially the same as that involved in extending loan facilities to
customers.

Commitments to extend credit are agreements to lend to a customer as long as
there is no violation of any condition established in the contract. Commitments
generally have fixed expiration dates or other termination clauses. Since many
of the commitments may never be drawn upon, the total commitment amounts do not
necessarily represent future cash requirements. The Bank uses the same credit
policies in making commitments as it does for on-balance sheet instruments. The
Bank evaluates each customer's creditworthiness on a case by case basis.

NOTE 13. COMMITMENTS AND CONTINGENT LIABILITIES:

The Bank is subject to claims and lawsuits, which arise, primarily in the
ordinary course of business. It is the opinion of management that the
disposition or ultimate resolution of such claims and lawsuits will not have a
material adverse effect on the financial position of the Bank.

                                       20

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2002 and 2001

NOTE 14. SIGNIFICANT GROUP CONCENTRATIONS CREDIT RISK:

Most of the Bank's business activity is with customers within the Upper East
Tennessee area.

The Bank evaluates each customer's creditworthiness on a case by case basis. The
amount of collateral obtained if deemed necessary by the Bank upon extension of
credit is based on management's credit evaluation of the customer. Collateral
held varies but generally includes real estate, vehicles, equipment and income
producing commercial properties.

NOTE 15. FAIR VALUE OF FINANCIAL INSTRUMENTS:

The estimated fair values of the Bank's financial instruments at December 31
were as follows:

<TABLE>
<CAPTION>
                                                            2002                          2001
                                                ---------------------------    --------------------------
                                                  Carrying                      Carrying
                                                   Amount       Fair Value       Amount       Fair Value
                                                ------------    -----------    -----------    ----------
<S>                                             <C>             <C>            <C>            <C>
Financial Assets:
  Cash and Due from Banks and
  Federal Funds Sold                            $  8,045,372      8,045,372     13,613,810     13,613,810
  Securities Held-to-Maturity                      1,000,000      1,002,314        100,412        100,886
  Securities Available-for-Sale                   27,728,986     27,728,986     22,163,522     22,163,522
  Loans Receivable:
  Adjustable Rate Loans under 30 years            42,203,578     42,203,578     25,358,602     25,358,602
  Fixed Rate Loans with original
     maturities of 30 years                           95,245         56,760        161,050         89,043
  Fixed Rate Loans with original
     maturities of 5 to 30 years                  48,155,584     44,881,001     46,339,013     43,666,576
  Fixed Rate Loans with original
     maturities of 1 to 5 years                   16,961,459     17,002,414     15,402,653     15,646,967
  Fixed Rate Loans with original
     maturities of less than one year              2,827,367      2,827,367      2,815,559      2,815,559
  Loans Held for Sale                              2,431,423      2,431,423        732,723        732,723
  Interest Receivable                                681,609        681,069        608,365        608,365
Financial Liabilities:
  Deposit Liabilities                            130,901,523    130,901,523    111,136,645    111,136,645
Off Balance Sheet Instruments:
  Commitments to Extend Credit                  $          -         10,350              -         12,753
</TABLE>

                                       21

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2002 and 2001

NOTE 16. FEDERAL INCOME TAXES:

The provision for income tax for 2002 and 2001 consists of the following:

<TABLE>
<CAPTION>
                                           2002          2001
                                        ----------    ----------
<S>                                     <C>           <C>
Income Tax Expense:
   Current Tax Expense
      Federal                           $ 638,851       584,187
      State                               152,143       125,214
   Deferred Tax (Benefit)
      Federal                            (205,431)     (223,615)
      State                               (36,253)      (39,461)
                                        ---------      --------
                                        $ 549,310       446,325
                                        =========      ========
</TABLE>

A cumulative net deferred tax asset for 2002 and 2001 is shown on the Statements
of Financial Condition. The components of the asset and liability are as
follows:

<TABLE>
<CAPTION>
                                                                2002          2001
                                                            ------------    ---------
<S>                                                         <C>             <C>
Differences in Depreciation Methods                         $   (45,535)     (85,022)
Difference in Methods for Provision for Loan Losses             457,072      321,714
Difference in Valuation of Other Real Estate Owned               12,000       26,385
Net Unrealized Gain/Loss on
  Available-For-Sale Securities                                (383,632)     (81,224)
                                                            -----------     --------
                                                            $    39,905      181,853
                                                            ===========     ========

Deferred Tax Assets                                         $   469,072      348,099
Deferred Tax Liabilities                                       (429,167)    (166,246)
                                                            -----------     --------
Net Deferred Tax Assets (Liabilities)                       $    39,905      181,853
                                                            ===========     ========
</TABLE>

The following is a reconciliation of the statutory federal income tax rate
applied to pre-tax accounting income, with the income tax provisions in the
statements of income.

<TABLE>
<CAPTION>
                                                                2002          2001
                                                            -----------    ---------
<S>                                                         <C>            <C>
Federal Income Tax Expense at the
  Statutory Rate (34%)                                      $  552,337      428,319
Increases (Decreases) Resulting from:
    Nontaxable Interest Income, Net of Non-
      deductible Interest Expense                             (155,170)    (107,208)
    State Income Taxes, Net of Federal Income
      Tax Benefit                                              152,143      125,214
                                                            ----------     --------
Provision for Income Taxes                                  $  549,310      446,325
                                                            ==========     ========
</TABLE>

                                       22

<PAGE>


                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2002 and 2001

NOTE 17. EMPLOYEE BENEFIT PLANS:

Effective May 1, 1998 the Bank adopted a simple IRA plan covering all employees.
Employees may contribute up to $6,000 per year to the plan. The Bank may
contribute up to 3% of the employees' annual compensation. Employer
contributions in the amount of $35,279 and $29,502 were accrued at December 31,
2002 and December 31, 2001, respectively.

NOTE 18. REGULATORY MATTERS:

The Bank is subject to various regulatory capital requirements administered by
its primary federal regulator, the Federal Deposit Insurance Corporation (FDIC).
Failure to meet minimum capital requirements can initiate certain mandatory, and
possibly additional discretionary actions by regulators that, if undertaken,
could have a direct material effect on the Bank's financial statements. Under
capital adequacy guidelines and the regulatory framework for prompt corrective
action, the Bank must meet specific capital guidelines that involve quantitative
measures of the Bank's assets, liabilities and certain off-balance-sheet items
as calculated under regulatory accounting practices. The Bank's capital amounts
and classification are also subject to qualitative judgments by the regulator
about components, risk weightings and other factors.

Quantitative measures established by regulation to ensure capital adequacy
require the Bank to maintain minimum amounts and ratios of total and Tier I
capital to risk-weighted assets (as defined). Management believes, as of
December 31, 2002 and 2001 that the Bank meets all capital adequacy requirements
to which it is subject.

As of August 6, 2001, the most recent notification from the FDIC, the Bank was
categorized as well capitalized under the regulatory framework for prompt
corrective action. To remain categorized as well capitalized, the Bank will have
to maintain minimum total risk-based, Tier 1 risk-based, and Tier 1 leverage
ratios as disclosed in the table below. There are no conditions or events since
the most recent notification that management believes have changed the Bank's
prompt corrective action category.

The Bank's actual capital and ratio amounts are presented in the following
table:

<TABLE>
<CAPTION>
                                                                                                   To Be Well Capitalized
                                                                                                      Under the Prompt
                                                                  For Capital                            Corrective
                                     Actual                    Adequacy Purposes                      Action Provisions
                              --------------------  ----------------------------------------   -------------------------------
<S>                           <C>            <C>    <C>                     <C>                <C>          <C>
As of December 31, 2002:

 Total Risk-Based Capital
   (To Risk Weighted Assets)  $ 13,117,606   10.8%  > than = to 9,731,040   > than = to 8.0%   12,163,800   > than = to  10.0%
 Tier I Capital
   (To Risk Weighted Assets)    11,692,678    9.6%  > than = to 4,865,520   > than = to 4.0%    7,298,280   > than = to   6.0%
 Tier I Capital
   (To Average Assets)          11,692,678    7.8%  > than = to 6,050,440   > than = to 4.0%    7,563,050   > than = to   5.0%
</TABLE>

                                       23

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2002 and 2001

NOTE 18. REGULATORY MATTERS (CONTINUED):

<TABLE>
<CAPTION>
                                                                                                       To Be Well Capitalized
                                                                                                          Under the Prompt
                                                                      For Capital                            Corrective
                                       Actual                      Adequacy Purposes                      Action Provisions
                                ------------------------  --------------------------------------   -------------------------------
<S>                             <C>               <C>     <C>                    <C>               <C>           <C>
As of December 31, 2001:

  Total Risk-Based Capital
    (To Risk Weighted Assets)      $ 12,006,868   11.8%   > than = to 8,170,880  > than = to 8.0%    10,213,600  > than = to 10.0%
  Tier I Capital
    (To Risk Weighted Assets)        10,890,868   10.7%   > than = to 4,085,440  > than = to 4.0%     6,128,160  > than = to  6.0%
  Tier I Capital
    (To Average Assets)              10,890,868    8.5%   > than = to 5,135,960  > than = to 4.0%     6,419,950  > than = to  5.0%
</TABLE>

The Bank received notice from the FDIC that the Bank's deposits are insured up
to $100,000 for each depositor, the FDIC assessment for the years ended December
31, 2002 and 2001 was $19,723 and $19,984, respectively.

NOTE 19.  BANK HOLDING COMPANY:

People's Community Bank is a wholly-owned subsidiary of PCB Bancorp, Inc. The
retained earnings of PCB Bancorp, Inc. reflect the accumulated earnings of
People's Community Bank and the consolidated statements of income reflect the
income and expenses of People's Community Bank for the years ended December 31,
2002 and 2001.

The Parent Company's sole source of funds is the receipt of dividends from the
Bank.

                   Condensed Statements of Financial Condition
                                  (Parent Only)

<TABLE>
<CAPTION>
                                                                                2002                2001
                                                                           --------------      -------------
<S>                                                                        <C>                 <C>
         ASSETS
Cash On Deposit with Subsidiary                                            $      258,799            249,622
Investment in Subsidiary                                                       12,268,126         10,518,845
Dividends Receivable                                                               82,910             66,200
                                                                           --------------      -------------
    Total Assets                                                           $   12,609,835         10,834,667
                                                                           ==============      =============
</TABLE>

                                       24

<PAGE>

                                PCB BANCORP, INC
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2002 and 2001

NOTE 19. BANK HOLDING COMPANY (CONTINUED):

<TABLE>
<CAPTION>
                                                                         2002               2001
                                                                    --------------      ------------
<S>                                                                 <C>                 <C>
     LIABILITIES AND SHAREHOLDERS' EQUITY
Accounts Payable                                                    $        5,000                -
Dividends Payable                                                           82,910           66,200
Common Stock                                                               829,100          827,500
Additional Paid-In Capital                                               7,492,300        7,474,500
Retained Earnings (Deficit)                                              3,625,075        2,344,632
Net Unrealized Gain (Loss) on Available-for-Sale Securities
   Net of Tax of $383,633 and 81,223 respectively                          575,450          121,835
                                                                    --------------       ----------
Total Liabilities and Shareholders' Equity                          $   12,609,835       10,834,667
                                                                    ==============       ==========

              Condensed Statements of Income and Retained Earnings
                                  (Parent Only)

OPERATING INCOME
     Dividend from Subsidiary                                       $      281,606          237,917
                                                                    --------------        ---------
Total Operating Income                                                     281,606          237,917
                                                                    --------------        ---------

OPERATING EXPENSES
     Postage and Printing                                                        -            3,011
     Depreciation Expense                                                        -              354
     Outside Services                                                       15,223           10,028
                                                                    --------------        ---------
Total Operating Expenses                                                    15,223           13,393
                                                                    --------------        ---------

Income from Operations                                                     266,383          224,524

OTHER INCOME (EXPENSE)
     Undistributed Net Income from Investment
        in Wholly-Owned Subsidiary                                       1,295,666          874,259
                                                                    --------------        ---------

Net Income                                                               1,562,049        1,098,783
Beginning Retained Earnings (Deficit)                                    2,344,632        1,483,766
Cash Dividends                                                            (281,606)        (237,917)
                                                                    --------------        ---------
Ending Retained Earnings                                            $    3,625,075        2,344,632
                                                                    ==============        =========
</TABLE>

                                       25

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2002 and 2001

NOTE 19. BANK HOLDING COMPANY (CONTINUED):

                       Condensed Statements of Cash Flows
                                  (Parent Only)

<TABLE>
<CAPTION>
                                                                  2002              2001
                                                             --------------      -----------
<S>                                                          <C>                 <C>
Cash Flows from Operating Activities:
     Net Income                                              $    1,562,049        1,098,783
     Undistributed Net (Income) Loss of Wholly-Owned
        Subsidiary                                               (1,295,666)        (874,259)
     Depreciation Expense                                              -                 354
     (Increase) in Dividends Receivable                             (16,710)          (8,961)
     Increase in Accounts Payable                                     5,000                -
                                                             --------------      -----------

Net Cash Provided by Operating Activities                           254,673          215,917
                                                             --------------      -----------

Cash Flows from Financing Activities:
     Stock Options Exercised                                         19,400          116,800
     Dividends Paid                                                (264,896)        (228,956)
                                                             --------------      -----------

Net Cash Used for Financing Activities                             (245,496)        (112,156)
                                                             --------------      -----------

Increase in Cash and Cash Equivalents                                 9,177          103,761
Beginning Cash and Cash Equivalents                                 249,622          145,861
                                                             --------------      -----------

Ending Cash and Cash Equivalents                             $      258,799          249,622
                                                             ==============      ===========
</TABLE>

NOTE 20.  STOCK OPTIONS:

During 1996, PCB Bancorp, Inc. adopted a stock option plan for key employees.
The plan is established to provide "Incentive Stock Options" within the meaning
of Section 422 of the Internal Revenue Code of 1986, or "non-statutory" stock
options. The Board of Directors administers the plan.

In addition to the plan for the key employees, PCB Bancorp, Inc. adopted a plan
for non-employee directors. All eligible directors can participate and receive
non-qualified stock options. Directors were granted an initial option to acquire
5,000 shares at an option price of $10, which was the fair value at the date of
the grant. This option was fully vested immediately. Directors are granted an
additional 1,000 shares each year through the year 2000. The shares are granted
at the fair value on the date of grant. Options vest ratably at twenty percent
per year over five years.

Under both plans, no incentive stock option shall be exercisable after the
expiration of 10 years from the date it is granted and the total number of
shares of the Company's common stock that may be transferred pursuant to the
exercise of stock options under the Plan shall not exceed in the aggregate
100,000 shares for the employee stock option plan and 60,000 shares for the
directors stock option plan.

                                       26

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2002 and 2001

NOTE 20. STOCK OPTIONS (CONTINUED):

The Company has elected to account for the stock option plan under Accounting
Principles Board Opinion No. 25, "Accounting for Stock Issued to Employees", and
related interpretations. Accordingly, no compensation expense has been
recognized for the stock option.

Had compensation expense for the stock option plan been determined based on the
fair value of the options at the grant date consistent with the methodology
prescribed under Statement of Financial Accounting Standards No. 123,
"Accounting for Stock-Based Compensation", the Company's net income in 2002 and
2001 would have been $1,535,341 and $1,073,821, respectively. The pro forma
earnings per share would have been $1.75 and $1.22 in 2002 and 2001,
respectively. The Company calculates a weighted-average fair value for each
option. There were no options granted in 2002 or 2001.

A summary of option transactions during the years ended December 31, 2002 and
2001 is shown below:

<TABLE>
<CAPTION>
                                                                    Number       Weighted-Average
                                                                   of Shares      Exercise Price
                                                                   ---------     ----------------
<S>                                                                <C>           <C>
Outstanding at January 1, 2001                                      111,300

Exercised at December 31, 2001                                        9,800            11.92
                                                                    -------

Outstanding at December 31, 2001                                    101,500            13.26
                                                                    =======

Vested and Exercisable at December 31, 2001                          91,500            13.26
                                                                    =======

Outstanding at January 1, 2002                                      101,500

Exercised during 2002                                                 1,600            12.13
                                                                    -------

Outstanding at December 31, 2002                                     99,900            14.05
                                                                    =======

Vested and Exercisable at December 31, 2002                          93,900            14.05
                                                                    =======
</TABLE>

A summary of options outstanding as of December 31, 2002 is shown below:

<TABLE>
<CAPTION>
                                        Weighted-Average
Exercise       Number of Options      Remaining Contractual
 Price            Outstanding            Life Outstanding
---------      -----------------      ---------------------
<S>            <C>                    <C>
$   10.00           77,700                  3.5 years
    16.00                0                  4.5 years
    20.00            3,600                  5.5 years
    25.00            4,000                  6.5 years
    25.00           10,000                    7 years
    23.00            4,600                    8 years
                    ------
                    99,900
                    ======
</TABLE>

                                       27

<PAGE>

                                PCB BANCORP, INC.
                           AND WHOLLY-OWNED SUBSIDIARY
                             PEOPLE'S COMMUNITY BANK
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2002 and 2001

NOTE 21. EARNINGS PER SHARE:

<TABLE>
<CAPTION>
                                                                 FOR THE YEAR ENDED
                                ---------------------------------------------------------------------------------------
                                                   2002                                         2001
                                -----------------------------------------   -------------------------------------------
                                             Weighted-Average                               Weighted-Average
                                   Income         Shares        Per-Share      Income          Shares         Per-Share
                                (Numerator)    (Denominator)     Amount     (Numerator)    (Denominator)       Amount
                                -----------    -------------    ---------   ------------   -------------      ---------
<S>                             <C>            <C>              <C>         <C>            <C>                <C>
Net Income                      $ 1,562,049             -            -       1,098,783             -               -

Basic EPS
     Income Available to
     Common Stockholders          1,562,049       828,108         1.88       1,098,783        818,657           1.34

Effect of Dilutive Options

Stock Options
  (using the Treasury Stock
  Method)                                 -        50,522             -              -         62,731              -
                                -----------        ------          ----      ---------        -------            ---

Diluted EPS

Income Available to
  Common Stockholders plus
  Assumed Exercise of Options   $ 1,562,049       878,630         1.78       1,098,783        881,388           1.25
                                ===========       =======         ====      ==========        =======           ====
</TABLE>

                                       28

<PAGE>


         In accordance with Section 13 or 15(d) of the Exchange Act, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                       PCB BANCORP, INC.
                       (Registrant)

                       By:/s/ Phillip R. Carriger
                       ------------------------------------------------------
                       Phillip R. Carriger, Chairman and Chief Executive Officer
                       (Principal Executive Officer)

                       Date: May 28, 2003

                       By:/s/ David LeVeau
                       ---------------------------------------------------------
                       David LeVeau, Senior Accountant
                       (Senior Accounting Officer)

                       Date: May 28, 2003

         In accordance with the Exchange Act, this report has been signed below
by the following persons on behalf of the Registrant and in the capacities and
on the dates indicated.

                       By:/s/ Phillip R. Carriger
                       ---------------------------------------------------------
                       Phillip R. Carriger, Chairman and Chief Executive Officer
                       (Principal Executive Officer)

                       Date: May 28, 2003

                       By:/s/ Michael T. Christian
                       ---------------------------------------------------------
                       Michael T. Christian, President and Director

                       Date: May 28, 2003

                                       35

<PAGE>

                       By:/s/ Thomas J. Garland
                       ---------------------------------------------------------
                       Thomas J. Garland, Director

                       Date: May 28, 2003

                       By:/s/ Timothy P. Jones
                       ---------------------------------------------------------
                       Timothy J. Jones, Director

                       Date: May 28, 2003

                       By:/s/ C.C. Marshall
                       ---------------------------------------------------------
                       C.C. Marshall, Director

                       Date: May 28, 2003

                       By:/s/ J.D. Swartz
                       ---------------------------------------------------------
                       J.D. Swartz, Director

                       Date: May 28, 2003

                       By:/s/ James W. Gibson
                       ---------------------------------------------------------
                       James W. Gibson, Director

                       Date: May 28, 2003

                       By:/s/ Scott M. Niswonger
                       Scott M. Niswonger, Director

                       Date: May 28, 2003

                       By:/s/ Richard H. Roberts
                       ---------------------------------------------------------
                       Richard H. Roberts, Director

                       Date: May 28, 2003

                                       36
<PAGE>
                                 CERTIFICATIONS*
                                 ---------------
                             PURSUANT TO SECTION 302

                      I, Phillip R. Carriger, certify that:

1. I have reviewed this annual report on Form 10-KSB of PCB Bancorp, Inc.;

2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;

3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;

4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

         a) designed such disclosure controls and procedures to ensure that
         material information relating to the registrant, including its
         consolidated subsidiaries, is made known to us by others within those
         entities, particularly during the period in which this annual report is
         being prepared;

         b) evaluated the effectiveness of the registrant's disclosure controls
         and procedures as of a date within 90 days prior to the filing date of
         this annual report (the "Evaluation Date"); and

         c) presented in this annual report our conclusions about the
         effectiveness of the disclosure controls and procedures based on our
         evaluation as of the Evaluation Date;

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

         a) all significant deficiencies in the design or operation of internal
         controls which could adversely affect the registrant's ability to
         record, process, summarize and report financial data and have
         identified for the registrant's auditors any material weaknesses in
         internal controls; and
<PAGE>

         b) any fraud, whether or not material, that involves management or
         other employees who have a significant role in the registrant's
         internal controls; and

6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.

By:      /s/ PHILLIP R. CARRIGER
            ----------------------------------
             Phillip R. Carriger
             CEO / Chairman

Date:    May 28, 2003


<PAGE>

I, David LeVeau, certify that:

1. I have reviewed this annual report on Form 10-KSB of PCB Bancorp, Inc.;

2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;

3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;

4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

         a) designed such disclosure controls and procedures to ensure that
         material information relating to the registrant, including its
         consolidated subsidiaries, is made known to us by others within those
         entities, particularly during the period in which this annual report is
         being prepared;

         b) evaluated the effectiveness of the registrant's disclosure controls
         and procedures as of a date within 90 days prior to the filing date of
         this annual report (the "Evaluation Date"); and

         c) presented in this annual report our conclusions about the
         effectiveness of the disclosure controls and procedures based on our
         evaluation as of the Evaluation Date;

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

         a) all significant deficiencies in the design or operation of internal
         controls which could adversely affect the registrant's ability to
         record, process, summarize and report financial data and have
         identified for the registrant's auditors any material weaknesses in
         internal controls; and

         b) any fraud, whether or not material, that involves management or
         other employees who have a significant role in the registrant's
         internal controls; and
<PAGE>

6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.

By:      /s/ DAVID LeVEAU
            ----------------------------------
             David LeVeau
             Senior Accounting Officer

Date:    May 28, 2003