<PAGE>   1



                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  FORM 10-KSB/A

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

                   For the fiscal year ended December 31, 1998
                         Commission file number 0-25079

                       MICHIGAN COMMUNITY BANCORP LIMITED
                 (Name of small business issuer in its charter)


       Michigan                                               38-3390193
(State of Incorporation)                          I.R.S. Employer Identification

                              43850 Schoenherr Road
                           Sterling Heights, MI 48313
                    (Address of principal executive offices)

                                 (810) 532-8000
                         (Registrant's Telephone Number)

                                -----------------
         Securities registered under Section 12(g) of the Exchange Act:
             Title of each class       Name of each exchange on which registered
         Common Stock, no par value              OTC Bulletin Board









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                                    PART III


ITEM 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; 
COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT.

         Under the securities laws of the United States, MCB's directors,
executive officers, and any persons holding more than 10% of the outstanding MCB
Common Stock are required to report their ownership of MCB Common Stock and any
changes in that ownership on a timely basis to the Securities and Exchange
Commission. Based on information provided to MCB, all such required reports were
filed on a timely basis in 1998.

ITEM 10. EXECUTIVE COMPENSATION

         The table below shows the compensation paid to David A. McKinnon, Chief
Executive Officer and President of MCB during 1998. MCB was incorporated on
January 28, 1998. Mr. McKinnon did not begin to receive a salary until August
1998. No other executive officer of MCB received compensation in 1998 of more
than $100,000.


<TABLE>
<CAPTION>

                                                                 Long-Term
                                                                 Compensation           All
Name                                                             Awards Securities      Other
Principal Position                  Salary    Bonus   Other      Underlying Options     Compensation
-----------------------------------------------------------------------------------------------------
<S>                                 <C>         <C>     <C>           <C>                   <C>  
David A. McKinnon                   $11,538     --      --            6,667                 --
President  and
Chief Executive Officer
</TABLE>


OPTIONS GRANTED DURING 1998

<TABLE>
<CAPTION>

                                            % OF TOTAL OPTIONS                           POTENTIAL REALIZABLE VALUE AT
                     NUMBER OF SECURITIES       GRANTED TO                                 STATED APPRECIATION RATES
                                                                                                      FOR
                                                                                                 OPTION TERM
                      UNDERLYING OPTION     EMPLOYEES IN       EXERCISE     EXPIRATION     
  NAME                   GRANTED             FISCAL YEAR        PRICE         DATE       5%                        10%
  ----                   -------             -----------        ------        ----       -----------------------------
<S>                       <C>                   <C>             <C>           <C>        <C>                  <C>     
David A. McKinnon         6,667                 45%             $15.00        5/18/08    $55,136              $135,801
</TABLE>
                                                                         


OPTIONS EXERCISED DURING 1998

         None








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ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

                    DIRECTOR AND EXECUTIVE OFFICER OWNERSHIP
                               OF MCB COMMON STOCK

         This table indicates how much common stock the executive officers and
directors beneficially owned as of March 31, 1999. In general, "beneficial
ownership" includes those shares a director or executive officer has the power
to vote, or the power to transfer, and stock options that are exercisable
currently or become exercisable within 60 days. Except as otherwise noted, the
persons named in the table below have sole investment power with respect to all
shares shown as beneficially owned by them.

<TABLE>
<CAPTION>

             NAME                 SHARES OF COMMON STOCK           OPTIONS EXERCISABLE            PERCENT OF
                                    BENEFICIALLY OWNED                WITHIN 60 DAYS          OUTSTANDING SHARES
                                    ------------------                --------------          ------------------
<S>                                      <C>                              <C>                        <C>
David A. McKinnon                         22,750                           4,667                      4.1%
Paul E. Baltzer, Jr.                       6,417                           2,333                      1.3%
Phillip T. Hernandez                       3,083                           2,333                        *
Joseph S. Lentine                          4,933                           2,333                      1.0%
John W. Melstrom                           3,333                           2,333                        *
Robert P. Peleman                         24,359                           2,333                      4.0%
Russell M. Shelton                         3,433                           2,333                        *
David F. Shellenbarger                     8,750                           2,333                      1.6%
Gerald A. Tarquinio                        2,000                           2,333                        *
Frank D. Blowers                          30,750                           2,800                      4.6%
Anthony J. Ferlito                        16,783                               0                      2.5%
William Sumner                             3,333                               0                        *
Directors and Executive
Officers as a group (12
persons)                                 107,174                          26,131                     19.3%
</TABLE>


* Less than 1% of MCB's outstanding shares of common stock


                      PERSONS OWNING MORE THAN FIVE PERCENT
                         OF OUTSTANDING MCB COMMON STOCK

         This table lists those persons known to us to hold more than five
percent of our outstanding common stock as of March 30, 1999.

<TABLE>
<CAPTION>

             NAME AND                  NUMBER OF SHARES            PERCENT OF OUTSTANDING
             ADDRESS                  BENEFICIALLY OWNED                  SHARES
             -------                  ------------------                  ------
<S>                                         <C>                           <C>   
Fifth/Third Bank                            76,485                        11.50%
</TABLE>









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<PAGE>   4



ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

         During 1998, MCB utilized the legal services of David A. McKinnon.
Total legal fees paid to Mr. McKinnon were approximately $81,000. Additionally,
MCB purchased office furniture and equipment from Mr. McKinnon for $6,000.

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K.

(a)    Exhibits:

     EXHIBIT NUMBER                      EXHIBIT DESCRIPTION

            3.1        Restated Articles of Incorporation as amended to date
                       (previously filed as Exhibit No. 3.1 to MCB's
                       Registration Statement on Form SB-2, File No. 333-17317,
                       and incorporated herein by reference).

            3.2        Bylaws (previously filed as Exhibit No. 3.1 to MCB's
                       Registration Statement on Form SB-2, File No. 333-17317,
                       and incorporated herein by reference).

            10.5       1998 Non-Employee Director Stock Option Plan (previously
                       filed as Exhibit 10.5 to MCB's Registration Statement on
                       Form SB-2, File No. 333-17317, and incorporated herein by
                       reference).

            10.6       1998 Employee Stock Option Plan (previously filed as
                       Exhibit 10.6 to MCB's Registration Statement on Form
                       SB-2, File No. 333-17317, and incorporated herein by
                       reference).

            11         Statement re: Computation of Per Share Earnings
                       (previously filed as Exhibit 11 to MCB's Annual Report on
                       Form 10-K filed with the Commission on March 31, 1999 and
                       incorporated herein by reference).

            22         Subsidiaries of MCB (previously filed as Exhibit 22 to
                       MCB's Registration Statement on Form SB-2, File No.
                       333-17317, and incorporated herein by reference).

            27         Financial Data Schedule (EDGAR filing only, previously
                       filed as Exhibit 27 to MCB's Annual Report Form 10-K
                       filed with the Commission on March 31, 1999 and
                       incorporated herein by reference ).







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(b)      Reports on Form 8-K

         MCB has not filed any reports on Form 8-K during the last quarter of
the period covered by this Report.







 
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                                   SIGNATURES


         In accordance with Section 13 or 15(d) of the Securities Exchange Act
of 1934, the registrant has caused this amended report to be signed on its
behalf by the undersigned, thereunto duly authorized on April 30, 1999.

                    MICHIGAN COMMUNITY BANCORP LIMITED

                    By:  /s/David A. McKinnon
                         ----------------------------------
                         David A. McKinnon, Chairman and Chief Executive Officer

         In accordance with the Securities Exchange Act of 1934, this amended
report has been signed by the following persons on behalf of MCB in the
capacities indicated on April 30, 1999.


Signature                                 Capacity
---------                                 --------


/s/ David A. McKinnon             Chairman, Chief Executive Officer and Director
-------------------------         (Principal Executive and Operating Officer)
David A. McKinnon

/s/ William L. Carley             Chief Financial Officer
-------------------------         (Principal Accounting Officer)
William L. Carley                 

/s/ Paul E. Baltzer               Director
-------------------------
Paul E. Baltzer

/s/ Frank D. Blowers              Director
-------------------------
Frank D. Blowers

/s/ Anthony J. Ferlito            Director
-------------------------
Anthony J. Ferlito

/s/ Phillip T.  Hernandez         Director
-------------------------
Phillip T.  Hernandez

/s/ Joseph S. Lentine             Director
-------------------------
Joseph S. Lentine

/s/ John W. Melstrom              Director
-------------------------
John W. Melstrom

/s/ Robert R. Peleman             Director
-------------------------
Robert R. Peleman

/s/ Russell M. Shelton            Director
------------------------
Russell M. Shelton



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/s/ David F. Shellenbarger        Director
-------------------------
David F. Shellenbarger


/s/ William Sumner                Director
-------------------------
William Sumner


/s/ Gerald A. Tarquinio           Director
-------------------------
Gerald A. Tarquinio




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