SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

                                   (Mark One)

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30,
     2003

                                 OR

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO

                        Commission file number: 000-23543

                             UNION COMMUNITY BANCORP
               (Exact name of registrant specified in its charter)

Indiana                                              35-2025237
(State or other jurisdiction of                      (I.R.S. Employer
incorporation or organization)                       Identification  Number)

                              221 East Main Street
                          Crawfordsville, Indiana 47933
                    (Address of principal executive offices,
                               including Zip Code)

                                 (765) 362-2400
              (Registrant's telephone number, including area code)


Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  Registrant  was
required  to file  such  report),  and  (2)  has  been  subject  to such  filing
requirements for the past 90 days. Yes [X] No [ ]

Indicate  by check mark  whether  the  Registrant  is an  accelerated  filer (as
defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

The  number of shares of the  Registrant's  common  stock,  without  par  value,
outstanding as of September 30, 2003 was 2,100,000.
<PAGE>



                             Union Community Bancorp
                                    Form 10-Q

                                      Index

                                                                        Page No.

FORWARD LOOKING STATEMENT                                                   3

PART I.  FINANCIAL INFORMATION                                              4

Item 1.  Financial Statements                                               4

           Consolidated Condensed Balance Sheets                            4

           Consolidated Condensed Statements of Income                      5

           Consolidated Condensed Statement of Shareholders' Equity         6

           Consolidated Condensed Statements of Cash Flows                  7

           Notes to Unaudited Consolidated Condensed Financial Statements   8

Item 2.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations.                                        10

Item 3.  Quantitative and Qualitative Disclosures about Market Risk        14

Item 4.  Controls and Procedures                                           14

PART II. OTHER INFORMATION

Item 1.  Legal Proceedings                                                 15
Item 2.  Changes in Securities and Use of Proceeds                         15
Item 3.  Defaults Upon Senior Securities                                   15
Item 4.  Submission of Matters to a Vote of Security Holders               15
Item 5.  Other Information                                                 15
Item 6.  Exhibits and Reports on Form 8-K                                  15

SIGNATURES                                                                 16

CERTIFICATIONS                                                             17
<PAGE>



                            FORWARD LOOKING STATEMENT

This  Quarterly  Report on Form 10-Q ("Form  10-Q")  contains  statements  which
constitute  forward  looking  statements  within  the  meaning  of  the  Private
Securities Litigation Reform Act of 1995. These statements appear in a number of
places in this Form 10-Q and include  statements  regarding the intent,  belief,
outlook, estimate or expectations of the Company (as defined in the notes to the
consolidated  condensed  financial  statements),  its  directors or its officers
primarily with respect to future events and the future financial  performance of
the  Company.  Readers  of this Form 10-Q are  cautioned  that any such  forward
looking  statements  are not  guarantees  of future  events or  performance  and
involve risks and  uncertainties,  and that actual results may differ materially
from those in the forward looking statements as a result of various factors. The
accompanying  information  contained  in this  Form  10-Q  identifies  important
factors that could cause such  differences.  These  factors  include  changes in
interest   rates;   loss  of  deposits  and  loan  demand  to  other   financial
institutions;  substantial changes in financial markets;  changes in real estate
values and the real estate market; or regulatory changes.
<PAGE>
<TABLE>
<CAPTION>


PART I  FINANCIAL INFORMATION
Item 1.  Financial Statements

                                              UNION COMMUNITY BANCORP AND SUBSIDIARY
                                               Consolidated Condensed Balance Sheets

                                                                                       September 30,            December 31,
                                                                                           2003                     2002
                                                                                  ------------------------ -------------------------
                                                                                        (Unaudited)
<S>                                                                               <C>                      <C>
  Assets
       Cash                                                                       $          848,116       $         992,705
       Interest-bearing demand deposits                                                   16,228,707              35,593,482
                                                                                  ------------------------ -------------------------
           Cash and cash equivalents                                                      17,076,823              36,586,187
       Interest-bearing deposits                                                             145,107                 145,107
       Investment securities
              Available for sale                                                           5,944,688                    ----
              Held to maturity                                                               574,507               1,636,513
                                                                                  ------------------------ -------------------------
                Total investment securities                                                6,519,195               1,636,513
       Loans, net of allowance for loan losses of $1,161,000 and $1,030,000              222,151,832             216,703,469
       Premises and equipment                                                              4,502,390               3,238,899
       Federal Home Loan Bank stock                                                        3,512,000               3,423,600
       Investment in limited partnership                                                   2,246,609                 836,609
       Foreclosed assets and real estate held for development, net                         1,319,961               1,607,146
       Goodwill                                                                            2,392,808               2,296,927
       Core deposit intangible                                                               419,889                 484,820
       Interest receivable                                                                 1,262,305               1,276,538
       Other assets                                                                        6,028,988               1,080,502
                                                                                  ------------------------ -------------------------

           Total assets                                                               $  267,577,907          $  269,316,317
                                                                                  ======================== =========================

  Liabilities
       Deposits
           Noninterest-bearing                                                     $       3,839,582        $      3,849,659
           Interest-bearing                                                              187,841,052             186,341,769
                                                                                  ------------------------ -------------------------
                Total deposits                                                           191,680,634             190,191,428
       Federal Home Loan Bank advances                                                    37,868,897              39,751,631
       Note payable                                                                          131,892                 302,892
       Interest payable                                                                      526,241                 650,182
       Dividends payable                                                                     315,000                 341,700
       Other liabilities                                                                   1,724,334                 889,967
                                                                                  ------------------------ -------------------------
           Total liabilities                                                             232,246,998             232,127,800
                                                                                  ------------------------ -------------------------

  Commitments and Contingent Liabilities

  Shareholders' Equity
       Preferred stock, no par value
           Authorized and unissued - 2,000,000 shares
       Common stock, no-par value
           Authorized - 5,000,000 shares
           Issued and outstanding - 2,100,000 and 2,278,000 shares                        22,378,130              24,159,185
       Retained earnings                                                                  14,812,032              15,032,214
       Accumulated other comprehensive income                                                (33,403)                  ----
       Unearned employee stock ownership plan (ESOP) shares                               (1,252,599)             (1,323,401)
       Unearned recognition and retention plan (RRP) shares                                 (573,251)               (679,481)
                                                                                  ------------------------ -------------------------
           Total shareholders' equity                                                     35,330,909              37,188,517
                                                                                  ------------------------ -------------------------

           Total liabilities and shareholders' equity                                $   267,577,907          $  269,316,317
                                                                                  ======================== =========================

  See notes to consolidated condensed financial statements.

</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                                          UNION COMMUNITY BANCORP AND SUBSIDIARY
                                        Consolidated Condensed Statements of Income
                                                          (Unaudited)

                                                                     Three Months Ended                    Nine Months Ended
                                                                        September 30                         September 30
                                                            ------------------ ------------------- ----------------- ---------------
                                                                   2003               2002               2003              2002
                                                            ------------------ ------------------- ----------------- ---------------
<S>                                                            <C>                <C>                 <C>              <C>
  Interest and Dividend Income
       Loans                                                   $  3,658,487       $  4,285,779        $ 11,404,119     $ 13,159,623
       Investment securities                                         59,989             43,455             139,560          197,500
       Dividends on Federal Home Loan Bank stock                     40,112             53,933             131,589          157,931
       Deposits with financial institutions                          64,301             81,813             326,287          228,653
                                                            ------------------ ------------------- ----------------- ---------------
           Total interest and dividend income                     3,822,889          4,464,980          12,001,555       13,743,707
                                                            ------------------ ------------------- ----------------- ---------------

  Interest Expense
       Deposits                                                   1,201,281          1,554,617           3,998,035         4,865,949
       Federal Home Loan Bank advances                              468,063            481,570           1,377,191         1,382,440
                                                            ------------------ ------------------- ----------------- ---------------
           Total interest expense                                 1,669,344          2,036,187           5,375,226         6,248,389
                                                            ------------------ ------------------- ----------------- ---------------

  Net Interest Income                                             2,153,545          2,428,793           6,626,329         7,495,318
       Provision for loan losses                                    118,431             30,000             178,431            90,000
                                                            ------------------ ------------------- ----------------- ---------------
  Net Interest Income After Provision for Loan Losses             2,035,114          2,398,793           6,447,898         7,405,318
                                                            ------------------ ------------------- ----------------- ---------------

  Other Income (Losses)
       Service charges on deposit accounts                           36,758             43,579             107,841          115,656
       Equity in income (losses) of limited partnerships                ---             (7,500)             10,000          (20,000)
       Net realized gains on sales of available for sale
         securities                                                     ---                ---                 ---            8,534
       Other income                                                  95,794             29,119             168,089           88,179
                                                            ------------------ ------------------- ----------------- ---------------
           Total other income                                       132,552             65,198             285,930          192,369
                                                            ------------------ ------------------- ----------------- ---------------

  Other Expenses
       Salaries and employee benefits                               563,792            675,787           2,043,147        2,101,397
       Net occupancy expenses                                        73,526            147,772             220,183          247,964
       Equipment expenses                                            80,604             78,697             238,797          230,219
       Legal and professional fees                                   66,768             72,772             240,844          181,753
       Data processing fees                                          93,924            127,955             298,161          677,201
       Other expenses                                               286,770            267,795             861,066          746,752
                                                            ------------------ ------------------- ----------------- ---------------
           Total other expenses                                   1,165,384          1,370,778           3,902,198        4,185,286
                                                            ------------------ ------------------- ----------------- ---------------

  Income Before Income Tax                                        1,002,282          1,093,213           2,831,630        3,412,401
       Income tax expense                                           334,300            394,705             967,800        1,173,887
                                                            ------------------ ------------------- ----------------- ---------------

  Net Income                                                  $     667,982      $     698,508        $  1,863,830     $  2,238,514
                                                            ================== =================== ================= ===============

  Basic Earnings per Share                                           $  .35             $  .31              $  .93          $  1.00
  Diluted Earnings per Share                                            .34                .31                 .92             1.00
  Dividends per Share                                                   .15                .14                 .45              .37

  See notes to consolidated condensed financial statements.

</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                                          UNION COMMUNITY BANCORP AND SUBSIDIARY
                                 Consolidated Condensed Statement of Shareholders' Equity
                                       For the Nine Months Ended September 30, 2003
                                                       (Unaudited)


                                  Common Stock                                  Accumulated
                             -----------------------                              Other       Unearned
                               Shares                Comprehensive  Retained   Comprehensive    ESOP        Unearned
                             Outstanding   Amount       Income      Earnings      Income       Shares     Compensation      Total
                             ----------- ----------- -------------- ---------- ------------- ------------ ------------- ------------
<S>               <C>         <C>        <C>                      <C>                        <C>            <C>         <C>
Balances, January 1, 2003     2,278,000  $24,159,185              $15,032,214                $(1,323,401)   $(679,481)  $37,188,517
Comprehensive income
 Net income for the period                            $1,863,830    1,863,830                                             1,863,830
  Other comprehensive
   income, net of tax
   Unrealized gains on
    securities                                           (33,403)               $(33,403)                                   (33,403)
                                                      -----------
Comprehensive income                                  $1,830,427
                                                      ===========
 Cash dividends ($.15 per                                            (912,146)                                             (912,146)
  share)
 Purchase of common stock       178,000   (1,828,434)              (1,171,866)                                           (3,000,300)
 Amortization of unearned
  compensation expense                                                                                        106,230       106,230
 ESOP shares earned                           47,379                                              70,802                    118,181
                             ----------- ------------             -----------   ----------   ------------ ------------- ------------
Balances, September 30, 2003  2,100,000  $22,378,130              $14,812,032   $(34,403)    $(1,252,599)   $(573,251)   $35,330,909
                             =========== ============             ===========   ==========   ============ ============= ============



See notes to consolidated condensed financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                                         UNION COMMUNITY BANCORP AND SUBSIDIARY
                                    Consolidated Condensed Statements of Cash Flows
                                                       (Unaudited)

                                                                                                   Nine Months Ended
                                                                                                     September 30,
                                                                                              ---------------- ---------------
                                                                                                   2003             2002
                                                                                              ---------------- ---------------
<S>                                                                                            <C>              <C>
  Operating Activities
       Net income                                                                              $  1,863,830     $  2,238,514
       Adjustments to reconcile net income to net cash provided by operating activities
         Provision for loan losses                                                                  178,431           90,000
         Depreciation and amortization                                                              241,847          240,619
         Investment securities accretion, net                                                          (647)          (2,064)
         Gain on sale of investment securities available for sale                                       ---           (8,534)
         Loss on sale of real estate owned                                                           10,196           28,834
         Equity in losses (income) of limited partnerships                                          (10,000)          20,000
         Amortization of purchase accounting adjustments                                           (254,534)        (680,772)
         Amortization of unearned compensation expense                                              106,230          203,507
         ESOP shares earned                                                                         118,181          106,560
         Net change in:
           Interest receivable                                                                       14,233          177,069
           Interest payable                                                                        (123,941)        (141,693)
         Other adjustments                                                                       (4,794,667)         910,169
                                                                                              ---------------- ---------------
                Net cash provided by (used in) operating activities                              (2,650,841)       3,182,209
                                                                                              ---------------- ---------------

  Investing Activities
       Net change in interest-bearing deposits                                                          ---           94,976
       Investment securities
           Purchase of investment securities available for sale                                  (9,000,000)
           Proceeds from sales of investment securities available for sale                        3,000,000           75,613
           Proceeds from maturities of securities held to maturity and paydowns of mortgage-
              backed securities                                                                   1,062,653          741,690
       Investment in limited partnership                                                         (1,400,000)             ---
       Net changes in loans                                                                      (5,860,787)       8,042,082
       Net cash received in acquisition                                                                 ---       15,866,825
       Additions to real estate owned                                                              (134,134)         (73,357)
       Proceeds from real estate sales                                                              565,923          775,726
       Purchases of property and equipment                                                       (1,484,024)        (289,708)
       Other investing activities                                                                   (95,881)            ----
                                                                                              ---------------- ---------------
                Net cash provided by (used in) investing activities                             (13,346,250)      25,233,847
                                                                                              ---------------- ---------------

  Financing Activities
       Net change in
         Interest-bearing demand and savings deposits                                            13,217,963       16,336,976
         Certificates of deposit                                                                (11,487,257)     (24,209,451)
       Proceeds from borrowings                                                                   1,400,000       20,000,000
       Repayment of borrowings                                                                   (3,317,890)     (22,311,993)
       Cash dividends                                                                              (912,146)        (800,426)
       Repurchase of common stock                                                                (3,000,300)      (5,743,667)
       Net change in advances by borrowers for taxes and insurance                                  587,357          215,028
                                                                                              ---------------- ---------------
                Net cash provided by (used in) financing activities                               3,512,273      (16,513,533)
                                                                                              ---------------- ---------------

  Net Change in Cash and Cash Equivalents                                                       (19,509,364)      11,902,523

  Cash and Cash Equivalents, Beginning of Period                                                 36,586,187       13,564,902
                                                                                              ---------------- ---------------

  Cash and Cash Equivalents, End of Period                                                    $  17,076,823    $  25,467,425
                                                                                              ================ ===============

  Additional Cash Flows Information
       Interest paid                                                                          $   5,499,167   $    6,390,082
       Income tax paid                                                                              915,230          790,241
       Loans transferred to foreclosed real estate                                                  176,114             ----

  See notes to consolidated condensed financial statements.
</TABLE>
<PAGE>

                     UNION COMMUNITY BANCORP AND SUBSIDIARY
         Notes to Unaudited Consolidated Condensed Financial Statements

Note 1: Basis of Presentation

The consolidated financial statements include the accounts of Union Community
Bancorp, an Indiana corporation (the "Company") and its wholly owned subsidiary,
Union Federal Savings and Loan Association, a federally chartered savings and
loan association ("Union Federal"). A summary of significant accounting policies
is set forth in Note 1 of Notes to Financial Statements included in the December
31, 2002 Annual Report to Shareholders. All significant intercompany accounts
and transactions have been eliminated in consolidation.

The interim  consolidated  financial statements have been prepared in accordance
with instructions to Form 10-Q, and therefore do not include all information and
footnotes  necessary for a fair presentation of financial  position,  results of
operations  and cash flows in  conformity  with  generally  accepted  accounting
principles.

The interim consolidated financial statements at September 30, 2003, and for the
three and nine months ended  September 30, 2003 and 2002,  have not been audited
by  independent  accountants,  but reflect,  in the opinion of  management,  all
adjustments  (which  include  only normal  recurring  adjustments)  necessary to
present fairly the financial position,  results of operations and cash flows for
such  periods.  The  results  of  operations  for the  nine-month  period  ended
September 30, 2003, are not  necessarily  indicative of the results which may be
expected for the entire year. The  consolidated  condensed  balance sheet of the
Company as of December 31, 2002 has been  derived from the audited  consolidated
balance sheet of the Company as of that date.


Note 2: Earnings Per Share

Earnings per share have been  computed  based upon the  weighted-average  common
shares  outstanding.  Unearned  Employee  Stock  Ownership Plan shares have been
excluded from the computation of average common shares outstanding.

<TABLE>
<CAPTION>
                                              Three Months Ended                            Three Months Ended
                                              September 30, 2003                            September 30, 2002
                                              ------------------                            ------------------
                                                   Weighted                                      Weighted
                                                    Average        Per Share                     Average      Per Share
                                      Income        Shares           Amount         Income        Shares        Amount
                                      ------        ------           ------         ------        ------        ------
<S>                                     <C>         <C>               <C>            <C>        <C>                <C>
Basic earnings per share
   Income available to common
    shareholders                        $667,982    1,933,290         $ .35          $698,508   2,266,123          $ .31
                                                                  ===========                                =============

Effect of dilutive RRP awards
and stock options                                      20,930                                         427
                                   -------------- ---------------                 ------------ -------------

Diluted earnings per share
   Income available to  common
    shareholders and assumed
    conversions                         $667,982    1,954,220         $ .34          $698,508   2,266,550          $ .31
                                   ============== =============== ===========     ============ ============= =============



                                               Nine Months Ended                             Nine Months Ended
                                              September 30, 2003                             September 30, 2002
                                              ------------------                             ------------------
                                                   Weighted                                       Weighted
                                                    Average        Per Share                      Average      Per Share
                                      Income        Shares           Amount          Income        Shares        Amount
                                      ------        ------           ------          ------        ------        ------
Basic earnings per share
   Income available to common
    shareholders                     $ 1,863,830    1,998,826         $ .93        $ 2,238,514   2,237,337         $ 1.00
                                                                  ===========                                 =============

Effect of dilutive RRP awards
and stock options                                      19,897                                        1,442
                                   -------------- ---------------                 ------------- -------------

Diluted earnings per share
   Income available to  common
    shareholders and assumed
    conversions                      $ 1,863,830    2,018,723         $ .92        $ 2,238,514   2,238,779          $1.00
                                   ============== =============== ===========     ============= ============= =============
</TABLE>
<PAGE>
Note 3: Stock Options

The Company has a stock-based  employee  compensation  plan,  which is described
more fully in the Notes to  Financial  Statements  included in the  December 31,
2002 Annual Report to shareholders. The Company accounts for this plan under the
recognition  and  measurement  principles of APB Opinion No. 25,  Accounting for
Stock Issued to Employees, and related interpretations.  No stock-based employee
compensation  cost is reflected in net income,  as all options granted under the
plan had an exercise  price equal to the market value of the  underlying  common
stock on the grant  date.  The  following  table  illustrates  the effect on net
income  and  earnings  per  share if the  Company  had  applied  the fair  value
provisions  of  Statement of Financial  Accounting  Standards  ("SFAS") No. 123,
Accounting for Stock-Based Compensation, to stock-based employee compensation.

<TABLE>
<CAPTION>

                                                                   Three Months Ended     Three Months Ended
                                                                   September 30, 2003     September 30, 2002
                                                                --------------------------------------------
<S>                                                                  <C>                      <C>
    Net income, as reported                                          $667,982                 $698,508
    Less:  Total stock-based employee compensation cost
       determined under the fair value based method, net of
       income taxes                                                     9,133                   12,016
                                                                --------------------------------------------

    Pro forma net income                                             $658,849                 $686,492
                                                                ============================================

    Earnings per share:
        Basic - as reported                                          $    .35                 $    .31
        Basic - pro forma                                            $    .34                 $    .30
        Diluted - as reported                                        $    .34                 $    .31
        Diluted - pro forma                                          $    .34                 $    .30


                                                                   Nine Months Ended      Nine Months Ended
                                                                   September 30, 2003     September 30, 2002
                                                                --------------------------------------------


    Net income, as reported                                        $1,863,830               $2,238,514
    Less:  Total stock-based employee compensation cost
       determined under the fair value based method, net of
       income taxes                                                    27,400                   36,048
                                                                --------------------------------------------

    Pro forma net income                                           $1,836,430               $2,202,466
                                                                ============================================

    Earnings per share:
        Basic - as reported                                          $    .93                 $   1.69
        Basic - pro forma                                            $    .92                 $    .98
        Diluted - as reported                                        $    .92                 $   1.00
        Diluted - pro forma                                          $    .91                 $    .98

</TABLE>

Note 4: Effect of Recent Accounting Pronouncements

The  Financial  Accounting  Standards  Board  ("FASB")  adopted  SFAS  No.  148,
Accounting  for  Stock-Based  Compensation  - Transition  and  Disclosure.  This
Statement   amends  SFAS   Statement  No.  123,   Accounting   for   Stock-Based
Compensation.  SFAS No. 148 provides  alternative  methods of  transition  for a
voluntary  change to the fair value based method of accounting  for  stock-based
employee  compensation.   In  addition,  SFAS  No.  148  amends  the  disclosure
requirements  of SFAS No.  123 to  require  more  prominent  and  more  frequent
disclosures   in  financial   statements   about  the  effects  of   stock-based
compensation.  Under the provisions of SFAS No. 123,  companies that adopted the
fair value based method were required to apply that method prospectively for new
stock option  awards.  This  contributed  to a "ramp-up"  effect on  stock-based
compensation  expense in the first few years  following  adoption,  which caused
concern  for  companies  and  investors  because of the lack of  consistency  in
reported results. To address that concern,  SFAS No. 148 provides two additional
methods of transition  that reflect an entity's full  complement of  stock-based
compensation expense immediately upon adoption,  thereby eliminating the ramp-up
effect.

SFAS No. 148 also improves the clarity and prominence of  disclosures  about the
proforma  effects  of using  the fair  value  based  method  of  accounting  for
stock-based compensation for all companies - regardless of the accounting method
used - by requiring  that the data be presented more  prominently  and in a more
user-friendly format in the footnotes to the financial statements.  In addition,
SFAS No. 148 improves the timeliness of those disclosures by requiring that this
information be included in interim as well as annual  financial  statements.  In
the past,  companies were required to make proforma  disclosures  only in annual
financial statements.

The  transition  guidance and annual  disclosure  provisions of SFAS No. 148 are
effective  for fiscal  years  ending  after  December  15,  2002,  with  earlier
application   permitted  in  certain   circumstances.   The  interim  disclosure
provisions are effective for financial reports containing  financial  statements
for interim periods beginning after December 15, 2002.

The FASB has  stated it  intends  to issue a new  statement  on  accounting  for
stock-based  compensation  and will require  companies to expense  stock options
using a fair value based method at date of grant. The expensing of stock options
is expected to become mandatory in 2005.

In November 2002, the FASB issued Interpretation No. 45, Guarantor's  Accounting
and Disclosure  Requirements for Guarantees,  Including  Indirect  Guarantees of
Indebtedness  of Others ("FIN 45"). FIN 45 will change  current  practice in the
accounting   for  and   disclosure  of   guarantees.   Guarantees   meeting  the
characteristics  described in FIN 45 are  required to be  initially  recorded at
fair value,  which is different from the general current practice of recording a
liability only when a loss is probable and reasonably estimable,  as those terms
are defined in FASB Statement No. 5, Accounting for  Contingencies.  FIN 45 also
requires a guarantor to make new  disclosures  for virtually all guarantees even
if the likelihood of the guarantor's having to make payments under the guarantee
is remote.

In general,  FIN 45 applies to  contracts  or  indemnification  agreements  that
contingently  require the  guarantor to make  payments to the  guaranteed  party
based on changes in an underlying asset, liability, or an equity security of the
guaranteed party such as financial standby letters of credit.

Disclosure  requirements  of FIN 45 are effective  for  financial  statements of
interim  or  annual   periods  ending  after  December  31,  2002.  The  initial
recognition and measurement  provisions are applicable on a prospective basis to
guarantees  issued or modified  after  December  31, 2002,  irrespective  of the
guarantor's fiscal year-end.  The guarantor's previous accounting for guarantees
issued prior to the date of FIN 45 initial applications should not be revised or
restated to reflect the provisions of FIN 45.

The Company  adopted FIN 45 on January 1, 2003.  The adoption of FIN 45 does not
currently  have a  material  impact  on  the  Company's  consolidated  financial
statements.


Note 5: Reclassifications

Certain  reclassifications  have  been made to the 2002  consolidated  condensed
financial statements to conform to the September 30, 2003 presentation.


Item 2: Management's  Discussion and Analysis of Financial Condition and Results
        of Operations

General

The Company was  organized in September  1997. On December 29, 1997, it acquired
the common stock of Union  Federal upon the  conversion  of Union Federal from a
federal mutual savings and loan  association to a federal stock savings and loan
association.    The   Company   acquired   Montgomery   Financial    Corporation
("Montgomery")  in a  transaction  that  closed  on  January  2,  2002.  In  the
transaction,  Montgomery  was merged with and into the Company,  and  Montgomery
Savings,  a federally  chartered thrift, was merged with and into Union Federal.
Following  the merger,  MSA Service  Corp ("MSA")  became a subsidiary  of Union
Federal.

Union Federal was organized as a state-chartered savings and loan association in
1913.  Union  Federal  conducts  its  business  from its main office  located in
Crawfordsville,  Indiana.  In addition,  Union Federal has two branch offices in
Crawfordsville  and branch  offices in Covington,  Williamsport  and  Lafayette,
Indiana.  Four of the above  mentioned  branch  offices were added in connection
with the acquisition of Montgomery.

Union Federal offers a variety of lending,  deposit and other financial services
to its retail and  commercial  customers.  Union  Federal's  principal  business
consists  of  attracting  deposits  from  the  general  public  and  originating
fixed-rate and  adjustable-rate  loans secured primarily by first mortgage liens
on one- to four-family residential real estate. Union Federal's deposit accounts
are insured up to applicable limits by the Savings Association Insurance Fund of
the Federal  Deposit  Insurance  Corporation.  Union Federal  offers a number of
financial  services,  which include:  (i)  residential  real estate loans;  (ii)
multi-family loans; (iii) commercial real estate loans; (iv) construction loans;
(v) home improvement loans and consumer loans, including single-pay loans, loans
secured by deposits,  installment  loans and commercial loans; (vi) money market
demand accounts;  (vii) passbook savings  accounts;  and (viii)  certificates of
deposit.

Union Federal currently owns two subsidiaries,  UFS Service Corp. ("UFS"), whose
sole asset is its investment in Pedcor Investments 1993-XVI, L.P. ("Pedcor") and
MSA, which is a real estate  management and  development  company.  Pedcor is an
Indiana  limited  partnership  that was  established  to organize,  build,  own,
operate and lease a 48-unit apartment complex in  Crawfordsville,  Indiana known
as Shady Knoll II  Apartments  (the  "Project").  Union Federal owns the limited
partner interest in Pedcor.  The general partner is Pedcor  Investments LLC. The
Project,  operated as a multi-family,  low- and moderate-income housing project,
which is completed and is performing as planned. Because UFS engages exclusively
in activities that are  permissible for a national bank, OTS regulations  permit
Union Federal to include its investment in UFS in its  calculation of regulatory
capital. At present, MSA owns a tract of land in Crawfordsville,  Indiana, which
is being  developed  for the  construction  of seven  condominium  units.  Union
Federal's  investment  in MSA is excluded  from its  calculation  of  regulatory
capital.

Union  Federal's  results of operations  depend  primarily upon the level of net
interest income,  which is the difference  between the interest income earned on
interest-earning assets, such as loans and investments,  and costs incurred with
respect to  interest-bearing  liabilities,  primarily  deposits and  borrowings.
Results of operations also depend upon the level of Union Federal's non-interest
income,  including  fee  income  and  service  charges,  and  the  level  of its
non-interest expenses, including general and administrative expenses.


Critical Accounting Policies

Note 1 to the  consolidated  financial  statements  contains  a  summary  of the
Company's  significant  accounting  policies presented on pages 25 through 27 of
the Annual Report to  Shareholders  for the year ended December 31, 2002,  which
was filed on Form 10-K with the  Commission on March 28, 2003.  Certain of these
policies are important to the portrayal of the  Company's  financial  condition,
since  they  require  management  to  make  difficult,   complex  or  subjective
judgments,  some of which may relate to matters that are  inherently  uncertain.
Management  believes that its critical  accounting  policies include determining
the allowance for loan losses,  the valuation of the foreclosed  assets and real
estate held for development, and the valuation of intangible assets.


Allowance for loan losses

The allowance for loan losses is a significant estimate that can and does change
based on management's  assumptions about specific  borrowers and current general
economic and business  conditions,  among other factors.  Management reviews the
adequacy of the  allowance  for loan losses at least on a quarterly  basis.  The
evaluation includes a review of payment performance,  adequacy of collateral and
financial condition of all major borrowers.  A review of all nonperforming loans
and  other  identified  problem  loans  is  performed  and  the  probability  of
collecting all amounts due thereunder is determined. In addition, changes in the
composition of the loan  portfolio,  the total  outstanding  loans and past loss
experience  are reviewed to determine  the  adequacy of the  allowance  for loan
losses. Current economic and market conditions and potential negative changes to
economic  conditions  are also  reviewed in  determining  possible  loan losses.
Although it is the intent of  management  to fully  evaluate  and  estimate  the
potential effects of economic and market  conditions,  changes in the conditions
are susceptible to significant  changes beyond those  projected.  A worsening or
protracted economic decline beyond  management's  projections would increase the
likelihood of additional losses due to the additional credit and market risk and
could create the need for additional loss reserves.


Foreclosed assets and real estate held for development

Foreclosed  assets and real estate held for development are carried at the lower
of cost or fair value less  estimated  selling costs.  Management  estimates the
fair value of the properties based on current appraisal information.  Reviews of
estimated  fair  value  are  performed  on at least an  annual  basis.  Economic
environment,  market  conditions  and the real  estate  market  are  continually
monitored and  decreases in the carried  value are written down through  current
operations when any of these factors  indicate a decrease to the market value of
the assets.  Future worsening or protracted economic conditions and a decline in
the real estate  market would  increase the  likelihood of a decline in property
values and could create the need for future write downs of the properties held.


Intangible assets

Management  periodically  assesses  the  impairment  of  its  goodwill  and  the
recoverability of its core deposit intangible.  Impairment is the condition that
exists when the carrying  amount of goodwill  exceeds its implied fair value. If
actual external conditions and future operating results differ from management's
judgments,  impairment and/or increased amortization charges may be necessary to
reduce the carrying value of these assets to the appropriate  value. A review of
the fair  value  of the  Company's  goodwill  and core  deposit  intangible  was
performed  in the fourth  quarter of 2002 and it was  management's  opinion that
there was no impairment to these intangible assets as of the date of the review.


Financial Condition

Total assets decreased $1.7 million to $267.6 million at September 30, 2003 from
$269.3 million at December 31, 2002. Net loans  increased $5.4 million to $222.2
million at September 30, 2003. Cash and cash equivalents decreased $19.5 million
from $36.6  million at December 31, 2002 to $17.1 million at September 30, 2003.
This decrease was primarily  used to reduce excess  liquidity for use in funding
loan growth,  investments in available for sale securities,  reducing borrowings
and the purchase of bank owned life insurance.  Investment  securities increased
$4.9 million from $1.6 million at December 31, 2002 to $6.5 million at September
30, 2003.  This increase was due to the  investment  of short-term  liquidity in
available  for  sale  investments  of $5.9  million  and a  decrease  in held to
maturity  investments  of  $1.0  million  consisting  of  the  maturity  of  one
investment and payments on  mortgage-backed  securities.  Premises and equipment
increased  $1.3 million to $4.5 million at September  30, 2003  primarily due to
the  cost  of the  current  remodeling  of  Union  Federal's  home  office.  The
investment in limited  partnerships  increased $1.4 million  primarily due to an
investment by Union Federal with Pedcor  Investments-2003-LIX,  L.P., an Indiana
limited  partnership that was established to organize,  build,  own, operate and
lease a 128-unit residential rental community in Hamilton,  Butler County, Ohio,
known as  Knollwood  Crossing  II.  Knollwood  Crossing II will be operated as a
multi-family,  low- and moderate-income  housing project.  Real estate owned and
held for investment decreased $287,000 to $1.3 million at September 30, 2003. In
connection  with the  Montgomery  acquisition,  the balance of goodwill and core
deposit intangibles are $2.4 million and $420,000 respectively. Goodwill will be
reviewed  annually for  impairment  and core deposit  intangibles  are currently
being  amortized.  Other assets increased from $1.1 million at December 31, 2002
to $6.0 million at September 30, 2003.  This increase is primarily due to a $5.0
million purchase of bank owned life insurance.

Total  liabilities  increased  $119,000 to $232.2 million at September 30, 2003.
Deposits  increased  by $1.5  million to $191.7  million  during the nine months
ended September 30, 2003 while net borrowings  decreased $2.1 million from $40.1
million at December 31, 2002 to $38.0 million at September 30, 2003.

Shareholders'  equity  decreased  $1.9 million to $35.3 million at September 30,
2003.  The decrease was  primarily due to the  repurchase  of 178,000  shares of
common stock at a total cost of $3.0  million,  or an average cost of $16.86 per
share,  and the  payment of cash  dividends  in the amount of  $912,000  and was
partially  offset by net income of $1.9 million,  Employee Stock  Ownership Plan
shares earnings of $118,000 and unearned compensation amortization of $106,000.


Comparison  of Operating  Results for the Three Months Ended  September 30, 2003
and 2002

Net income decreased  $31,000 from $699,000 for the three months ended September
30, 2002 to $668,000 for the three months ended  September 30, 2003.  The return
on  average  assets  for the three  months  ended  September  30,  2003 was .99%
compared  to 1.03% for the  comparable  period in 2002.  The  return on  average
equity for the three months ended September 30, 2003 was 7.59% compared to 7.19%
for the comparable period in 2002.

For the three months ended September 30, 2003,  interest income was $3.8 million
as compared to $4.5  million for the three  months  ended  September  30,  2002.
Interest  income  decreased  primarily  due  to  a  decrease  in  the  yield  on
interest-earning  assets from 6.86%  during the 2002 period to 6.02%  during the
2003 period and a decrease in average interest-earning asset from $260.2 million
at September  30, 2002 to $254.1  million at September  30, 2003.  For the three
months ended September 30, 2003,  interest  expense was $1.7 million as compared
to $2.0 million for the three months ended September 30, 2002.  Interest expense
decreased   primarily  due  to  a  decrease  in  the  cost  of  interest-bearing
liabilities  from 3.59%  during the 2002 period to 2.91% during the 2003 period,
which was offset by an increase  in average  interest-bearing  liabilities  from
$226.7  million at September  30, 2002 to $229.6  million at September 30, 2003.
Amortization of purchase  accounting  adjustments also impacted interest expense
during  the 2002 and 2003  periods.  The  amortization  of  purchase  accounting
adjustments  reduced interest expense by $126,000 in the 2003 period compared to
a reduction of $276,000 for the 2002 period.

The provision for loan losses for the three months ended  September 30, 2003 was
$118,000 as compared to $30,000 for the comparable  period in 2002. The increase
was primarily due to a one-time loan  charge-off in the amount of $55,000 and an
increase in the general  allowance of $63,000 due to the loan  portfolio  growth
primarily in nonresidential  mortgage loans. A review is performed  quarterly to
determine the adequacy of the current balance in the allowance for loan losses.

Total other  income  increased  $67,000  from $65,000 for the three months ended
September 30, 2002 to $132,000 for the 2003 comparable  period. The increase was
primarily due to the increase in cash value on bank owned life  insurance in the
amount of $62,000  for the 2003  period.  The Company did not own any bank owned
life  insurance  during  the  2002  period.   Total  other  expenses   decreased
approximately  $206,000 from $1,371,000 for the three months ended September 30,
2002 to  $1,165,000  for the  comparable  period in 2003.  Salaries and employee
benefits decreased $112,000 during the comparable  three-month periods primarily
due to a decrease of $51,000 in  recognition  and retention plan expense and the
booking of deferred loan fee  compensation  expense in the amount of $145,000 in
connection  with FASB 91 offset by an increase in expense in funding the defined
benefit  pension  plan in the  amount of  $21,000,  an  increase  of  $20,000 in
employee insurance expense and an $38,000 increase in employee compensation. Net
occupancy expense decreased $74,000 during the comparable  periods primarily due
to a  decrease  in real  estate  tax  expense  of  $72,000  caused by a one time
adjustment  to accrual for real estate taxes  during the 2002 period.  Legal and
professional  fees  decreased  $6,000  to  $67,000  for the  three-months  ended
September  30,  2003.  Data  processing   expense   decreased  $34,000  for  the
comparative  periods  due to  one-time  costs  during  the 2002  period  for the
expansion of services provided by the service bureau.  Other expenses  increased
$19,000 from $268,000 for the three months ended  September 30, 2002 to $287,000
for the 2003 comparable  period.  The two major increases in other expenses were
an increase  in  advertising  expense of $23,000  and an increase in  directors'
compensation  of  $11,000   partially   offset  by  a  reduction  in  charitable
contributions of $16,000.
<PAGE>

Comparison of Operating Results for the Nine Months Ended September 30, 2003 and
2002

Net  income  decreased  $375,000  from  $2,239,000  for the  nine  months  ended
September 30, 2002 to $1,864,000  for the nine months ended  September 30, 2003.
The return on average  assets for the nine months ended  September  30, 2003 was
..90% compared to 1.10% for the comparable  period in 2002. The return on average
equity for the nine months ended  September 30, 2003 was 6.83% compared to 7.60%
for the comparable nine-month period in 2002.

For the nine months ended September 30, 2003,  interest income was $12.0 million
as compared  to $13.7  million for the nine months  ended  September  30,  2002.
Interest  income  decreased  primarily  due  to  a  decrease  in  the  yield  on
interest-earning  assets from 7.02%  during the 2002 period to 6.11%  during the
2003  period.  Average  interest-earning  assets  were  $261.0  million  for the
September  30,  2002  nine-month  period  compared  to  $261.7  million  for the
September 30, 2003  nine-month  period.  For the nine months ended September 30,
2003, interest expense was $5.4 million as compared to $6.2 million for the nine
months ended September 30, 2002.  Interest expense decreased  primarily due to a
decrease in the cost of interest-bearing  liabilities from 3.68% during the 2002
period  to 3.08%  during  the 2003  period,  which  was  partially  offset by an
increase  in  average  interest-bearing   liabilities  from  $226.2  million  at
September  30, 2002 to $233.0  million at September  30, 2003.  Amortization  of
purchase  accounting  adjustments also impacted interest expense during the 2002
and 2003 periods.  The amortization of purchase  accounting  adjustments reduced
interest  expense by  $377,000 in the 2003  period  compared  to a reduction  of
$827,000 for the 2002 period.

The provision  for loan losses was $178,000 for the nine months ended  September
30, 2003 compared to $90,000 for the nine months ended  September 30, 2002.  The
increase was primarily  due to a one-time  charge off of $55,000 and an increase
due to loan growth as determined by the quarterly reviews. A review is performed
quarterly to determine the adequacy of the current  balance in the allowance for
loan losses.

Total other income  increased  $94,000  from  $192,000 for the nine months ended
September 30, 2002 to $286,000 for the 2003 comparable period. This increase was
primarily due to the increase in cash value of bank owned life  insurance in the
amount of $86,000. The Company did not have bank owned life insurance during the
2002 comparable period.  Total other expenses decreased $283,000 from $4,185,000
for the nine months ended  September 30, 2002 to $3,902,000  for the  comparable
period  in 2003.  Salaries  and  employee  benefits  decreased  $58,000  and net
occupancy  expense decreased  $28,000 during the comparable  periods.  Legal and
professional  fees  increased  $59,000 to  $241,000  for the  nine-months  ended
September 30, 2003.  This increase was due to an increase in consulting  fees of
$67,000  primarily  due to the  use  of  consultants  for  daily  monitoring  of
information  technology  services and needs,  this being  partially  offset by a
decrease  in  audit  and  accounting  expense  in the  amount  of  $7,000.  Data
processing  expense  decreased  $379,000  for the  comparative  periods due to a
one-time terminations fee in the amount of $411,000 for data processing services
charged to  expense  during the 2002  comparative  period  offset by the cost of
additional  services  being  offered.  Other  expenses  increased  $114,000 from
$747,000 for the nine months ended  September  30, 2002 to $861,000 for the 2003
comparable  period. The three major increases in other expenses were an increase
in advertising  expense of $68,000,  an increase in directors'  compensation  of
$32,000 and an increase in real estate owned expense of $19,000.


Asset Quality

Union  Federal  currently  classifies  loans as  special  mention,  substandard,
doubtful  and loss to  assist  management  in  addressing  collection  risks and
pursuant to regulatory  requirements  which are not necessarily  consistent with
generally  accepted  accounting  principles.  Special  mention  loans  represent
credits  that  have  potential   weaknesses  that  deserve   management's  close
attention.  If left  uncorrected,  these  potential  weaknesses  may  result  in
deterioration  of the repayment  prospects or Union Federal's credit position at
some future date.  Substandard  loans  represent  credits  characterized  by the
distinct  possibility  that some loss will be sustained if deficiencies  are not
corrected.  Doubtful loans possess the characteristics of substandard loans, but
collection  or  liquidation  in full is  doubtful  based  upon  existing  facts,
conditions and values. A loan classified as a loss is considered  uncollectible.
At September  30, 2003 Union  Federal had $5.8 million in  classified  assets as
compared to $7.0 million at December 31,  2002.  Union  Federal had $1.4 million
and $2.7 million in loans classified as special mention as of September 30, 2003
and December 31, 2002 respectively.  In addition, Union Federal had $3.4 million
and $4.2 million of loans  classified as  substandard  at September 30, 2003 and
December 31,  2002,  respectively.  At September  30, 2003 and December 31, 2002
Union Federal had $773,000 and $103,000,  respectively,  in loans  classified as
doubtful and no loans were classified as loss at either period end. At September
30, 2003, and December 31, 2002, respectively,  $4.2 million and $3.1 million of
the substandard  and doubtful loans were  non-accrual  loans.  The allowance for
loan losses was $1,161,000 or .52% of loans at September 30, 2003 as compared to
$1,030,000 or .47% of loans at December 31, 2002.
<PAGE>

Liquidity and Capital Resources

The standard measure of liquidity for savings  associations is the ratio of cash
and eligible  investments to a certain  percentage of net  withdrawable  savings
accounts  and  borrowings  due within one year.  The minimum  required  ratio is
currently  set by the  Office  of  Thrift  Supervision  regulation  at 4%. As of
September  30,  2003,  Union  Federal had liquid  assets of $17.4  million and a
liquidity ratio of 7.4%.


Off-balance Sheet Arrangements

As of the date of this Report, Union Federal does not have any off-balance sheet
arrangements  that have or are  reasonably  likely  to have a current  or future
effect  on  the  Union  Federal's  financial  condition,   change  in  financial
condition,  revenues or  expenses,  results of  operations,  liquidity,  capital
expenditures  or capital  resources  that are  material to  investors.  The term
"off-balance sheet arrangement" generally means any transaction,  agreement,  or
other  contractual  arrangement  to which an entity  unconsolidated  with  Union
Federal is a party  under which Union  Federal  has (i) any  obligation  arising
under a guarantee contract,  derivative instrument or variable interest; of (ii)
a retained  or  contingent  interest  in assets  transferred  to such  entity or
similar arrangement that serves as credit,  liquidity or market risk support for
such assets.


Other

The  Securities  and  Exchange  Commission  maintains  a Web site that  contains
reports,   proxy  information   statements,   and  other  information  regarding
registrants that file electronically with the Commission, including the Company.
The address is http://www.sec.gov.


Item 3. Quantitative and Qualitative Disclosures About Market Risk

Presented  below,  as of June 30, 2003 and 2002,  is the most  recent  available
analyses  performed by the OTS of Union Federal's interest rate risk as measured
by changes in net  portfolio  value  ("NPV")  for  instantaneous  and  sustained
parallel shifts in the yield curve, in 100 basis point increments.

<TABLE>
<CAPTION>

     Union Federal:
                                     At June 30, 2003                          At June 30, 2002
                                     ----------------                          ----------------
     Changes In Rates       $ Change in NPV      % Change in NPV      $ Change in NPV      % Change in NPV
     ----------------       ---------------      ---------------      ---------------      ---------------
<S>       <C>                  <C>                    <C>                <C>                    <C>
         +300 bp               $ (9,416)              (24)%              $ (15,171)             (32)%
         +200 bp                 (5,313)              (14)                  (9,908)             (21)
         +100 bp                 (1,703)               (4)                  (4,954)             (11)
            0 bp                      0                 0                        0                0
         -100 bp                   (747)               (2)                     253                1
</TABLE>


Management  believes  that at September  30, 2003 and June 30, 2003,  there have
been no material  changes in market interest rates or in the Company's  interest
rate  sensitive  instruments  which would cause a material  change in the market
risk exposures which affect the quantitative and qualitative risk disclosures as
presented  on pages 17-19 of the  Company's  Annual  Report on Form 10-K for the
period ended December 31, 2002.


Item 4.  Controls and Procedures

(a)  Evaluation  of disclosure  controls and  procedures.  The  Company's  chief
executive   officer  and  chief   financial   officer,   after   evaluating  the
effectiveness of the Company's disclosure controls and procedures (as defined in
Sections  13a-15(e)  and  15d-15(e)  of the  regulations  promulgated  under the
Securities  Exchange Act of 1934, as amended),  as of the end of the most recent
fiscal quarter covered by this quarterly  report (the "Evaluation  Date"),  have
concluded that as of the Evaluation Date, the Company's  disclosure controls and
procedures  were adequate and are designed to ensure that  material  information
relating to the Company  would be made known to such  officers by others  within
the Company on a timely basis.

(b)  Changes in  internal  controls.  There were no  significant  changes in the
Company's  internal  control over financial  reporting  identified in connection
with the Company's  evaluation  of controls  that occurred  during the Company's
last fiscal quarter that has  materially  affected,  or is reasonably  likely to
materially affect, the Company's internal control over financial reporting.
<PAGE>


PART II.   OTHER INFORMATION

Item 1.  Legal Proceedings

         None.

Item 2.  Changes in Securities and Use of Proceeds

         None.

Item 3.  Defaults Upon Senior Securities.

         None.

Item 4.  Submission of Matters to Vote of Security Holders.

         None.

Item 5.  Other Information.

         None.

Item 6.  Exhibits and Reports on Form 8-K.

         (a)  Exhibits

              31(1) Certification required by 17 C.F.R. ss. 240.13a-14(a)
              31(2) Certification required by 17 C.F.R. ss. 240.13a-14(a)
              32    Certification pursuant to 18 U.S.C. Section 1350, as adopted
                    pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

         (b) Reports on Form 8-K

             1. Earnings release for the quarter ended June 30, 2003 filed on
                July 25, 2003.
<PAGE>



                                   Signatures

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

                                                UNION COMMUNITY BANCORP


Date:         November 7, 2003                  By: /s/ Alan L. Grimble
                                                --------------------------------
                                                Alan L. Grimble
                                                Chief Executive Officer


Date:         November 7, 2003                  By: /s/ J. Lee Walden
                                                --------------------------------
                                                J. Lee Walden
                                                Chief Financial Officer