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 JUNE 30, 2004

                                       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: 333-35799



                             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 June 30, 2004 was 1,988,000.




<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                                                 14
Item 2.  Changes in Securities and Use of Proceeds                         14
Item 3.  Defaults Upon Senior Securities                                   14
Item 4.  Submission of Matters to a Vote of Security Holders               14
Item 5.  Other Information                                                 15
Item 6.  Exhibits and Reports on Form 8-K                                  15

SIGNATURES                                                                 16

CERTIFICATIONS                                                             17





                                       2
<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.




                                       3
<PAGE>
<TABLE>
<CAPTION>


PART I  FINANCIAL INFORMATION
Item 1.  Financial Statements

                     UNION COMMUNITY BANCORP AND SUBSIDIARY
                      Consolidated Condensed Balance Sheets

                                                                                         June 30,               December 31,
                                                                                           2004                     2003
                                                                                  ------------------------ -------------------------
                                                                                        (Unaudited)
<S>                                                                               <C>                      <C>
  Assets
       Cash                                                                       $          742,459       $          784,673
       Interest-bearing demand deposits                                                   10,843,250              11,103,669
                                                                                  ------------------------ -------------------------
           Cash and cash equivalents                                                      11,585,709              11,888,342
       Interest-bearing deposits                                                           2,126,140                 150,239
       Investment securities
              Available for sale                                                           4,903,430               5,908,437
              Held to maturity                                                               273,110                 493,801
                                                                                  ------------------------ -------------------------
                       Total investment securities                                         5,176,540               6,402,238
       Loans, net of allowance for loan losses of $1,156,000 and $1,221,000              222,062,432             221,230,152
       Premises and equipment                                                              4,276,538               4,627,766
       Federal Home Loan Bank stock                                                        3,640,800               3,556,100
       Investment in limited partnership                                                   2,215,109               2,215,109
       Foreclosed assets and real estate held for development, net                           906,287               1,347,824
       Goodwill                                                                            2,392,808               2,392,808
       Interest receivable                                                                 1,045,500               1,128,342
       Cash value life insurance                                                           5,277,446               5,149,394
       Other assets                                                                          834,481               1,488,457
                                                                                  ------------------------ -------------------------

           Total assets                                                               $  261,539,790          $  261,576,771
                                                                                  ======================== =========================
  Liabilities
       Deposits
           Noninterest-bearing                                                     $       3,319,910        $      3,929,724
           Interest-bearing                                                              188,733,910             186,262,428
                                                                                  ------------------------ -------------------------
                Total deposits                                                           192,053,820             190,192,152
       Federal Home Loan Bank advances                                                    33,639,904              33,946,109
       Interest payable                                                                      482,908                 572,487
       Other liabilities                                                                   1,456,944               1,336,501
                                                                                  ------------------------ -------------------------
           Total liabilities                                                             227,633,576             226,047,249
                                                                                  ------------------------ -------------------------
  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 - 1,988,000 and 2,100,000 shares                        21,246,283              22,395,104
       Retained earnings                                                                  14,451,174              14,984,757
       Accumulated other comprehensive loss                                                  (88,513)               (55,295)
       Unearned employee stock ownership plan (ESOP) shares                               (1,182,806)            (1,228,998)
       Unearned recognition and retention plan (RRP) shares                                 (519,924)              (566,046)
                                                                                  ------------------------ -------------------------
           Total shareholders' equity                                                     33,906,214              35,529,522
                                                                                  ------------------------ -------------------------
           Total liabilities and shareholders' equity                                $   261,539,790          $  261,576,771
                                                                                  ======================== =========================



  See notes to consolidated condensed financial statements.



                                       4
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

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

                                                                    Three Months Ended                    Six Months Ended
                                                                          June 30                              June 30
                                                           ------------------ ------------------- ----------------- ----------------
                                                                  2004               2003               2004              2003
                                                           ------------------ ------------------- ----------------- ----------------
<S>                                                           <C>                <C>                 <C>               <C>
  Interest and Dividend Income
       Loans                                                  $  3,411,146       $  3,723,641        $  6,859,236      $  7,745,632
       Investment securities                                        25,680             47,748              61,508           79,571
       Dividends on Federal Home Loan Bank stock                    37,160             47,477              81,844           91,476
       Deposits with financial institutions                         39,077            133,330              64,824          261,987
                                                           ------------------ ------------------- ----------------- ----------------
           Total interest and dividend income                    3,513,063          3,952,196            7,067,412        8,178,666
                                                           ------------------ ------------------- ----------------- ----------------

  Interest Expense
       Deposits                                                  1,128,490          1,327,926           2,306,381         2,796,754
       Federal Home Loan Bank advances                             420,094            456,898             840,359           909,128
                                                           ------------------ ------------------- ----------------- ----------------
           Total interest expense                                1,548,584          1,784,824           3,146,740         3,705,882
                                                           ------------------ ------------------- ----------------- ----------------

  Net Interest Income                                            1,964,479          2,167,372           3,920,672         4,472,784
       Provision for loan losses                                     2,772             30,000             112,819            60,000
                                                           ------------------ ------------------- ----------------- ----------------
  Net Interest Income After Provision for Loan Losses            1,961,707          2,137,372           3,807,853         4,412,784
                                                           ------------------ ------------------- ----------------- ----------------

  Other Income
       Service charges on deposit accounts                          68,491             35,345             106,083           71,083
       Equity in income of limited partnerships                        ---                ---                 ---            10,000
       Other income                                                116,452             49,151             237,761            72,295
                                                           ------------------ ------------------- ----------------- ----------------
           Total other income                                      184,943             84,496             343,844           153,378
                                                           ------------------ ------------------- ----------------- ----------------

  Other Expenses
       Salaries and employee benefits                              812,978            759,072           1,559,131         1,479,355
       Net occupancy expenses                                       74,851             70,655             155,537           146,657
       Equipment expenses                                           81,677             78,305             171,908           158,192
       Legal and professional fees                                  96,904             88,551             192,532           174,076
       Data processing fees                                        107,244            102,988             208,434           204,237
       Other expenses                                              407,288            294,496             681,937           574,297
                                                           ------------------ ------------------- ----------------- ----------------
           Total other expenses                                  1,580,942          1,394,067           2,969,479         2,736,814
                                                           ------------------ ------------------- ----------------- ----------------

  Income Before Income Tax                                         565,708            827,801           1,182,218         1,829,348
       Income tax expense                                          157,700            276,817             330,600           633,500
                                                           ------------------ ------------------- ----------------- ----------------

  Net Income                                                 $     408,008      $     550,984       $     851,618      $  1,195,848
                                                           ================== =================== ================= ================

  Basic Earnings per Share                                          $  .22             $  .28              $  .45            $  .59
  Diluted Earnings per Share                                           .21                .28                 .44               .58
  Dividends per Share                                                  .15                .15                 .30               .30




  See notes to consolidated condensed financial statements.


                                       5
</TABLE>
<PAGE>
<TABLE>
<CAPTION>




                     UNION COMMUNITY BANCORP AND SUBSIDIARY
            Consolidated Condensed Statement of Shareholders' Equity
                     For the Six Months Ended June 30, 2004
                                   (Unaudited)




                                 Common Stock                                  Accumulated
                            -----------------------                               Other      Unearned
                              Shares                Comprehensive  Retained   Comprehensive    ESOP        Unearned
                            Outstanding   Amount       Income      Earnings       Loss        Shares     Compensation      Total
                            ----------- ----------- -------------- ---------- ------------- ------------ ------------- -------------
<S>                          <C>         <C>           <C>         <C>         <C>          <C>           <C>           <C>
Balances, January 1, 2004    2,100,000   $22,395,104               $14,984,757 $(55,295)    $(1,228,998)  $(566,046)    $35,529,522
Comprehensive income
  Net income for the period                            $851,618        851,618                                              851,618
    Other comprehensive
      income, net of tax
      Unrealized losses on
        securities                                      (33,218)               $(33,218)                                    (33,218)
                                                      ----------
  Comprehensive income                                 $818,400
                                                      ==========
  Cash dividends ($.30 per                                            (576,331)                                            (576,331)
    share)
  Purchase of common stock     112,000    (1,188,884)                 (808,870)                                          (1,997,754)
  Amortization of unearned
    compensation expense                       6,171                                                         46,122          52,293
  ESOP shares earned                          33,892                                             46,192                      80,084
                            -------------------------              -----------------------------------------------------------------
Balances, June 30, 2004      1,988,000   $21,246,283               $14,451,174 $(88,513)    $(1,182,806)  $(519,924)    $33,906,214
                            =========================              =================================================================






See notes to consolidated condensed financial statements.









                                       6
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

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

                                                                                                      Six Months Ended
                                                                                                          June 30,
                                                                                              ---------------- ---------------
                                                                                                   2004             2003
                                                                                              ---------------- ---------------
  Operating Activities
<S>                                                                                           <C>               <C>
       Net income                                                                             $     851,618     $  1,195,848
       Adjustments to reconcile net income to net cash provided by operating activities
         Provision for loan losses                                                                   65,000           67,787
         Depreciation and amortization                                                              184,048          162,152
         Investment securities accretion, net                                                          (233)            (432)
         Loss on sale of real estate owned                                                          143,294           14,045
         Gain on sale of premises and equipment                                                     (22,746)             ---
         Equity in losses of limited partnerships                                                       ---          (10,000)
         Amortization of purchase accounting adjustments                                             18,667         (169,689)
         Amortization of unearned compensation expense                                               52,293           99,025
         ESOP shares earned                                                                          80,084           78,302
         Net change in:
           Interest receivable                                                                       82,842           68,159
           Interest payable                                                                         (89,579)        (158,184)
         Other adjustments                                                                          337,641       (4,951,785)
                                                                                              ---------------- ---------------
                Net cash provided by (used in) operating activities                               1,702,929       (3,604,772)
                                                                                              ---------------- ---------------

  Investing Activities
       Net change in interest-bearing deposits                                                   (1,975,901)             ---
       Investment securities
           Purchase of investment securities available for sale                                     (50,000)      (8,000,000)
           Proceeds from sales of investment securities available for sale                        1,000,000              ---
           Proceeds from maturities of securities held to maturity and paydowns of mortgage-
              backed securities                                                                     220,924        3,877,573
       Net changes in loans                                                                      (1,465,558)       6,800,243
       Additions to real estate owned                                                                (3,477)        (124,138)
       Proceeds from real estate sales                                                              824,178          389,657
       Purchases of property and equipment                                                          (60,539)      (1,537,055)
          Proceeds from sale of property and equipment                                              264,130              ---
          Other investing activities                                                                                 (95,881)
                                                                                              ---------------- ---------------
                Net cash provided by (used in) investing activities                              (1,246,243)       1,310,399
                                                                                              ---------------- ---------------

  Financing Activities
       Net change in
         Interest-bearing demand and savings deposits                                            (2,498,361)      13,278,109
         Certificates of deposit                                                                  4,360,029       (6,084,534)
       Repayment of borrowings                                                                     (252,892)        (317,890)
       Cash dividends                                                                              (576,331)        (616,997)
       Repurchase of common stock                                                                (1,997,754)      (3,000,300)
       Net change in advances by borrowers for taxes and insurance                                  205,990          415,255
                                                                                              ---------------- ---------------
                Net cash provided by (used in) financing activities                                (759,319)       3,673,643
                                                                                              ---------------- ---------------

  Net Change in Cash and Cash Equivalents                                                          (302,633)       1,379,270

  Cash and Cash Equivalents, Beginning of Period                                                 11,888,342       36,586,187
                                                                                              ---------------- ---------------

  Cash and Cash Equivalents, End of Period                                                    $  11,585,709    $  37,965,457
                                                                                              ================ ===============

  Additional Cash Flows Information
       Interest paid                                                                          $    3,236,319   $   3,864,066
       Income tax paid                                                                              184,583          696,913
       Loans transferred to foreclosed real estate                                                  536,123          150,790




  See notes to consolidated condensed financial statements.


                                       7
</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, 2003 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 June 30, 2004,  and for the
three and six months  ended  June 30,  2004 and 2003,  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 six-month period ended June 30,
2004,  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, 2003 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
                                                 June 30, 2004                                June 30, 2003
                                                 -------------                                -------------
                                                   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                        $408,008    1,880,160         $ .22          $550,984   1,973,814          $ .28
                                                                  ===========                                =============
Effect of dilutive RRP awards
and stock options                                      30,330                                      23,577
                                   -------------- ---------------                 ------------ -------------
Diluted earnings per share
   Income available to  common
    shareholders and assumed
    conversions                        $ 408,008    1,910,490         $ .21         $ 550,984   1,997,391          $ .28
                                   ============== =============== ===========     ============ ============= =============

                                               Six Months Ended                               Six Months Ended
                                                 June 30, 2004                                 June 30, 2003
                                                 -------------                                 -------------
                                                   Weighted                                       Weighted
                                                    Average        Per Share                      Average      Per Share
                                      Income        Shares           Amount          Income        Shares        Amount
                                      ------        ------           ------          ------        ------        ------
Basic earnings per share
   Income available to common
    shareholders                       $ 851,618    1,908,900         $ .45        $ 1,195,848   2,032,240          $ .59
                                                                  ===========                                 =============
Effect of dilutive RRP awards
and stock options                                      30,730                                       19,381
                                   -------------- ---------------                 ------------- -------------
Diluted earnings per share
   Income available to  common
    shareholders and assumed
    conversions                        $ 851,618    1,939,630         $ .44        $ 1,195,848   2,051,621          $ .58
                                   ============== =============== ===========     ============= ============= =============



                                       8
</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,
2003 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
                                                                    June 30, 2004              June 30, 2003
                                                               -----------------------------------------------

<S>                                                                    <C>                       <C>
   Net income, as reported                                             $408,008                  $  550,984
   Less:  Total stock-based employee compensation cost
      determined under the fair value based method, net of
      income taxes                                                        5,133                       9,133
                                                               -----------------------------------------------

   Pro forma net income                                                $402,875                  $  541,851
                                                               ===============================================

   Earnings per share:
       Basic - as reported                                             $    .22                  $      .28
       Basic - pro forma                                               $    .21                  $      .27
       Diluted - as reported                                           $    .21                  $      .28
       Diluted - pro forma                                             $    .21                  $      .27


                                                                   Six Months Ended          Six Months Ended
                                                                    June 30, 2004             June 30, 2003
                                                               -----------------------------------------------

                                                                        $851,618                  $1,195,848
   Net income, as reported
   Less:  Total stock-based employee compensation cost
      determined under the fair value based method, net of
      income taxes                                                        10,267                      18,267
                                                               -----------------------------------------------

                                                                        $841,351                  $1,177,581
   Pro forma net income
                                                               ===============================================

   Earnings per share:
       Basic - as reported                                              $    .45                  $      .59
       Basic - pro forma                                                $    .44                  $      .58
       Diluted - as reported                                            $    .44                  $      .58
       Diluted - pro forma                                              $    .43                  $      .57



Note 4: Reclassifications

Certain  reclassifications  have  been made to the 2003  consolidated  condensed
financial statements to conform to the June 30, 2004 presentation.



                                       9
</TABLE>
<PAGE>

Note 5: Repurchase of Common Stock

The Company, from time to time, repurchases common stock on the open market. The
following  table  represents the  repurchases  for the six months ended June 30,
2004.

<TABLE>
<CAPTION>
                          Number of Shares    Remaining Total   Average Price
   Date of Repurchase       Repurchased         Outstanding       Per Share       Name*
   ------------------       -----------         -----------       ---------       -----
<S>    <C>                    <C>                <C>               <C>             <C>
       05/03/2004             24,000             2,076,000         $17.90          N/A
       05/10/2004             50,000             2,026,000         $17.80          N/A
       05/17/2004             13,000             2,013,000         $17.85          N/A
       05/24/2004             15,000             1,998,000         $17.85          N/A
       06/01/2004             10,000             1,988,000         $17.835         N/A

*  For Repurchase from Insiders or Related Parties
</TABLE>

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  previously  owned two  subsidiaries,  UFS Service Corp.  ("UFS"),
whose  sole  asset was 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.  MSA owned a tract of land in
Crawfordsville, Indiana, which was being developed for the construction of seven
condominium  units.  Union Federal's  investment in MSA was previously  excluded
from its  calculation of regulatory  capital.  The assets and liabilities of UFS
were transferred to Union Federal during the quarter ended June 30, 2004 and UFS
Service  Corp.  was  dissolved.  Also during the second  quarter of 2004 the MSA
condominium  development  was  completed  and the  remaining  assets of MSA were
transferred to Union Federal and the corporation was dissolved.

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.

                                       10
<PAGE>

Critical Accounting Policies

Note 1 to the  consolidated  financial  statements  contains  a  summary  of the
Company's  significant  accounting  policies presented on pages 24 through 26 of
the Annual Report to  Shareholders  for the year ended December 31, 2003,  which
was filed on Form 10-K with the  Commission on March 29, 2004.  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 2003 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  $37,000 to $261.5 million from December 31, 2003 to June
30, 2004. Net loans increased  $832,000 to $222.1 million at June 30, 2004. Cash
and cash equivalents decreased $303,000 from December 31, 2003 to June 30, 2004.
Interest-bearing  deposits  increased $2.0 million from $150,000 at December 31,
2003 to $2.1 million at June 30, 2004.  This  increase was  primarily due to the
decrease in cash and cash  equivalents  and a decrease in investment  securities
from $6.4  million  at  December  31,  2003 to $5.2  million  at June 30,  2004.
Premises  and  equipment  decreased  $351,000  to $4.3  million at June 30, 2004
primarily due to the sale of an office building  previously used as Montgomery's
home office.  In  connection  with the  Montgomery  acquisition,  the balance of
goodwill   and  core   deposit   intangibles   are  $2.4  million  and  $358,000
respectively.  Goodwill is reviewed  annually  for  impairment  and core deposit
intangibles are being  amortized.  Deposits  increased by $1.9 million to $192.1
million and borrowed funds  decreased by $306,000 during the first six months of
2004.

Shareholders'  equity  decreased $1.6 million to $33.9 million at June 30, 2004.
The decrease was primarily  due to repurchase of 112,000  shares of common stock
at a total cost of $2.0 million, or an average cost of $17.84 per share, and the
payment of cash  dividends  in the amount of  $576,000  partially  offset by net
income of $852,000,  Employee Stock  Ownership Plan shares earned of $80,000 and
unearned compensation amortization of $52,000.

                                       11
<PAGE>

Comparison  of  Operating  Results for the Three  Months Ended June 30, 2004 and
2003

Net income decreased  $143,000 from $551,000 for the three months ended June 30,
2003 to $408,000 for the three months ended June 30, 2004. The return on average
assets for the three  months  ended June 30, 2004 was .62%  compared to .79% for
the comparable period in 2003. The return on average equity for the three months
ended June 30,  2004 was 4.61%  compared to 6.02% for the  comparable  period in
2003.

For the three months ended June 30,  2004,  interest  income was $3.5 million as
compared to $4.0  million for the three  months  ended June 30,  2003.  Interest
income  decreased  primarily due to a decrease in the yield on  interest-earning
assets from 5.96%  during the 2003 period to 5.69%  during the 2004 period and a
decrease in average  interest-earning asset from $265.2 million at June 30, 2003
to $247.1  million at June 30,  2004.  For the three months ended June 30, 2004,
interest  expense was $1.5  million as  compared  to $1.8  million for the three
months  ended June 30,  2003.  Interest  expense  decreased  primarily  due to a
decrease in the cost of interest-bearing  liabilities from 3.02% during the 2003
period  to  2.78%   during  the  2004   period   and  a   decrease   in  average
interest-bearing  liabilities  from  $236.5  million at June 30,  2003 to $229.0
million at June 30, 2004.  Amortization of purchase accounting  adjustments also
impacted interest expense during the 2003 and 2004 periods.  The amortization of
purchase accounting  adjustments reduced interest expense by $27,000 in the 2004
period compared to a reduction of $126,000 for the 2003 period.

The  provision  for loan  losses for the three  months  ended June 30,  2004 was
$3,000 as  compared to $30,000 for the  comparable  period in 2003.  A review is
performed  quarterly  to determine  the  adequacy of the current  balance in the
allowance for loan losses.

Total other income  increased  $100,000  from $85,000 for the three months ended
June 30, 2003 to $185,000  for the 2004  comparable  period.  This  increase was
primarily due to an increase in service charges on deposit accounts from $35,000
for the three  months  ended June 30,  2003 to $68,000  for the 2004 three month
period and an increase in income on bank owned life insurance of $40,000.  Total
other  expenses  increased  $187,000 from  $1,394,000 for the three months ended
June 30, 2003 to $1,581,000 for the comparable period in 2004. This increase was
primarily  due to net losses on real estate  owned of  $100,000  during the 2004
three month period  compared to a net gain of $4,000 during the 2003  comparable
period.  Other increases in noninterest expenses were primarily due to the costs
of new services being offered.


Comparison of Operating Results for the Six Months Ended June 30, 2004 and 2003

Net income decreased  $344,000 from $1,196,000 for the six months ended June 30,
2003 to $852,000 for the six months  ended June 30, 2004.  The return on average
assets for the six months ended June 30, 2004 was .65%  compared to .86% for the
comparable period in 2004. The return on average equity for the six months ended
June 30, 2004 was 4.79% compared to 6.46% for the comparable six-month period in
2003.

For the six months  ended June 30,  2004,  interest  income was $7.1  million as
compared to $8.2 million for the six months ended June 30, 2003. Interest income
decreased  primarily due to a decrease in the yield on  interest-earning  assets
from 6.16% during the 2003 period to 5.75% during the 2004 period and a decrease
in average interest-earning asset from $265.6 million at June 30, 2003 to $245.7
million at June 30,  2004.  For the six months  ended  June 30,  2004,  interest
expense was $3.1  million as compared to $3.7  million for the six months  ended
June 30, 2003.  Interest  expense  decreased  primarily due to a decrease in the
cost of interest-bearing  liabilities from 3.16% during the 2003 period to 2.84%
during the 2004  period and a decrease in average  interest-bearing  liabilities
from  $234.8  million  at June 30,  2003 to  $221.8  million  at June 30,  2004.
Amortization of purchase  accounting  adjustments also impacted interest expense
during  the 2003 and 2004  periods.  The  amortization  of  purchase  accounting
adjustments reduced interest expense by $53,000 in the 2004 period compared to a
reduction of $252,000 for the 2003 period.

The provision for loan losses for the six-month  period ending June 30, 2004 was
$113,000  compared to a provision of $60,000 for the comparable  2003 period.  A
review is performed  quarterly to determine the adequacy of the current  balance
in the allowance for loan losses.

Total other income  increased  $191,000  from  $153,000 for the six months ended
June 30, 2003 to $344,000  for the 2004  comparable  period.  This  increase was
primarily  due to an increase in service  charges on deposit  account of $35,000
and an  increase  in income on bank owned life  insurance  of  $128,000  for the
comparable periods.  Total other expenses increased $232,000 from $2,737,000 for
the six months ended June 30, 2003 to $2,969,000  for the  comparable  period in
2004. Other expenses  increased $108,00 for the comparable periods primarily due
to net losses on the sale of real estate  owned  totaling  $121,000  for the six
months  ended June 30, 2004  compared to $14,000 for the 2003 six month  period.
Other  noninterest  expenses  increased  primarily due to the cost and growth of
additional services being offered.


                                       12
<PAGE>

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 June 30, 2004 Union Federal had $5.6 million in classified  loans as compared
to $5.7 million at December 31,  2003.  Union  Federal had $1.1 million and $1.7
million in loans  classified as special mention as of June 30, 2004 and December
31, 2003  respectively.  In  addition,  Union  Federal had $4.5 million and $3.2
million of loans  classified  as  substandard  at June 30, 2004 and December 31,
2003,  respectively.  At June 30, 2004 Union Federal had no loans  classified as
doubtful  compared to $781,000  classified  as doubtful at December 31, 2003. No
loans were  classified  as loss at either  period  end.  At June 30,  2004,  and
December  31,  2003,  respectively,   $4.2  million  and  $3.6  million  of  the
substandard and doubtful loans were  non-accrual  loans.  The allowance for loan
losses  was  $1,156,000  or .52%  of  loans  at June  30,  2004 as  compared  to
$1,221,000 or .55% of loans at December 31, 2003.


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 June
30, 2004, Union Federal had liquid assets of $13.6 million and a liquidity ratio
of 6.0%.


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 March 31, 2004 and 2003,  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 March 31, 2004                    At March 31, 2003
                                 -----------------                    -----------------
      Changes In Rates   $ Change in NPV  % Change in NPV      $ Change in NPV   % Change in NPV
      ----------------   ---------------  ---------------      ---------------   ---------------
<S>     <C>                <C>                 <C>               <C>                  <C>
        +300 bp            $ (13,035)          (33)%             $ (9,982)            (22)%
        +200 bp               (7,837)          (20)                (5,577)            (13)
        +100 bp               (3,135)           (8)                (1,841)             (4)
           0 bp                    0             0                      0               0
        -100 bp                  153             0                   (612)             (1)
</TABLE>

Management believes that at June 30, 2004 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 17-18 of
the Company's Annual Report on Form 10-K for the period ended December 31, 2003.


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.

                                       13
<PAGE>

(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.


PART II.   OTHER INFORMATION

Item 1.    Legal Proceedings

           None.

Item 2.    Changes in Securities, Use of Proceeds and Issuer Purchases of
           Equity Securities.

           Purchases of common stock made by or on behalf of the Company
           during the three months ended June 30, 2004 are set forth below:

<TABLE>
<CAPTION>
                                                                              Total Number of       Maximum Number (or
                                                                             Shares (or Units)      Approximate Dollar
                                       Total Number of      Average Price    Purchased as Part     Value) of Shares (or
                          Period      Shares (or Units)     Paid Per Share      of Publicly       Units) that May Yet Be
                                        Purchased (1)         (or Unit)       Announced Plans      Purchased Under the
                                                                              or Programs (2)       Plans or Programs
<S>           <C>                            <C>                <C>                   <C>                 <C>
              April, 2004
              (4/1/04 thru 4/30/04)             ----              ----                   ----               ----
              May, 2004
              (5/1/04 thru 5/31/04)          102,000            $17.84                102,000             98,000
              June, 2004
              (6/1/04 thru 6/30/04)           10,000            $17.84                 10,000             88,000
                                             -------            ------                -------             ------
                          Total              112,000            $17.84                112,000             88,000
                                             =======            ======                =======             ======
</TABLE>


               (1)  During the periods  reported above,  there were no shares of
                    Common  Stock which were  repurchased  by the Company  other
                    than through a publicly announced plan or program.

               (2)  On April 29, 2004, the Company announced the approval by the
                    Board of Directors to repurchase,  from time to time, on the
                    open  market of up to 200,000 of the  Company's  outstanding
                    shared of common stock.

Item 3.    Defaults Upon Senior Securities.

           None.

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

           The following matters were submitted to a vote of the security
           holders during the Company's Annual Meeting of Shareholders held
           on April 21, 2004:

           (a) Three directors were elected to terms expiring in 2007 by the
           following votes:

                  Philip L. Boots           For: 1,858,380    Withheld:   67,278
                  Mark E. Foster            For: 1,857,006    Withheld:   68,652
                  John M. Horner            For: 1,748,866    Withheld:  176,792

              The terms of office of the following directors of Union Community
              Bancorp continued after the Annual Shareholder Meeting:

                   Name                               Term Expires In
                   ----                               ---------------
                   Marvin L. Burkett                       2005
                   Phillip E. Grush                        2005
                   Joseph E. Timmons                       2005
                   C. Rex Henthorn                         2006
                   Samuel H. Hildebrand                    2006
                   Joseph M. Malott                        2006
                   Harry A. Siamas                         2006



                                       14
<PAGE>

                                                 For       Against   Abstentions
                                              ---------    -------   -----------
           (b) Ratification of appointment
               of BKD, LLP as auditors        1,900,406    13,522       11,730

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(1)   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 March 31, 2004 filed
                    on April 29, 2004.

               2.   Stock  repurchase  program  announcement  filed on April 29,
                    2004


                                       15
<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:  August 11, 2004               By: /s/ Alan L. Grimble
                                     ---------------------------------------
                                     Alan L. Grimble
                                     Chief Executive Officer



Date:  August 11, 2004               By: /s/ J. Lee Walden
                                     ---------------------------------------
                                     J. Lee Walden
                                     Chief Financial Officer





                                       16