TABLE OF CONTENTS




|                                                                                               |                                                               |  |  |  |  |  |  | 
|---------------------------------------------------------------------------------------------- | ------------------------------------------------------------- |  |  |  |  |  |  | 
|CONSOLIDATED BALANCE SHEETS                                                                   
|CONSOLIDATED STATEMENTS OF INCOME                                                             
|CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME                                               
|Condensed Consolidated Statements of Changes in Shareholders Equity                          
|CONSOLIDATED STATEMENTS OF CASH FLOWS                                                         
|Notes to Consolidated Financial Statements                                                    
|Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations.
|CONSOLIDATED AVERAGE BALANCE SHEETS                                                           
|Item 3. Quantitative and Qualitative Disclosures About Market Risk                            
|Part II OTHER INFORMATION                                                                     
|                                                                                               | Item 1 -- Legal Proceedings                                  
|                                                                                               | Item 2 -- Changes in Securities and Use of Proceeds          
|                                                                                               | Item 3 -- Defaults Upon Senior Securities                    
|                                                                                               | Item 4 -- Submission of Matters to a Vote of Security Holders
|                                                                                               | Item 5 -- Other Information                                  
|                                                                                               | Item 6 -- Exhibits and Reports on Form 8-K                   
|SIGNATURES                                                                                    
|EXHIBTI 10.Y                                                                                  
|EXHIBIT 10.Z                                                                                  
|EXHIBIT 10.AA                                                                                 



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##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE
COMMISSION

Washington, D.C. 20549

FORM 10-Q



|    |                                                                                                
|--- | -----------------------------------------------------------------------------------------------
|[X] | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
        OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30,
2001

Commission file number 0-13270

UNB CORP.




(Exact name of Registrant as specified in its
charter)


|                                                                                      |  |                                                  
|------------------------------------------------------------------------------------- |  | -------------------------------------------------
|Ohio(State or other jurisdiction of
        incorporation or organization)            |  | 34-1442295(I.R.S. Employer Identification Number)
|220 Market Avenue, South
        Canton, Ohio(Address of principal executive offices) |  | 44702(Zip Code)                                  

Registrants telephone number, including
area
code                    (330)
 454-5821




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 the number of shares outstanding of each
of the issuers classes of common stock, as of the latest
practical date.

|                                 |  |                                                                 
|-------------------------------- |  | ----------------------------------------------------------------
|Common Stock, $1.00 Stated Value |  | Outstanding at October 31, 2001
        10,459,050 Common Shares



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##### Table of Contents



UNB CORP.

FORM 10-Q

QUARTER ENDED September 30,
2001

Part I  Financial
Information

Item 1  Financial Statements



| |                                                                                                                                                           
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------
| | Interim financial information required by
        Rule 10-01 of Regulation S-X (17 CFR Part 210) is
        included in this Form 10Q as referenced below:

|           |  |                                                                                               |    |           |       | 
|---------- |  | --------------------------------------------------------------------------------------------- | -- | --------- | ----- | 
|           |  |                                                                                               |    | Page     
|           |  |                                                                                               |    | Number(s)
|           |  |                                                                                               |    |          
|           |  | Consolidated Balance Sheets                                                                   |    |           | 1     | 
|           |  | Consolidated Statements of Income                                                             |    |           | 2     | 
|           |  | Consolidated Statements of Comprehensive Income                                               |    |           | 3     | 
|           |  | Condensed Consolidated Statements of Changes in
        Shareholders Equity                  |    |           | 4     | 
|           |  | Consolidated Statements of Cash Flows                                                         |    |           | 5     | 
|           |  | Notes to the Consolidated Financial Statements                                                |    |           | 6-13  | 
|          
|Item 2    |  | Managements Discussion and Analysis of
        Financial Condition and Results of Operations |    |           | 14-20 | 
|           |  | Consolidated Average Balance Sheets                                                           |    |           | 21    | 
|          
|Item 3    |  | Quantitative and Qualitative Disclosures About
        Market Risk                            |    |           | 22-23 | 
|          
|Part II   |  | Other Information                                                                             |    |           |       | 
|          
|Item 1    |  | Legal Proceedings                                                                             |    |           | 24    | 
|          
|Item 2    |  | Changes in Securities                                                                         |    |           | 24    | 
|          
|Item 3    |  | Defaults Upon Senior Securities                                                               |    |           | 24    | 
|          
|Item 4    |  | Submission of Matters to a Vote of Security
        Holders                                   |    |           | 24    | 
|          
|Item 5    |  | Other Information                                                                             |    |           | 24    | 
|          
|Item 6    |  | Exhibits and Reports on Form 8-K                                                              |    |           | 24    | 
|Signatures |  |                                                                                               | 25 |          



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##### Table of Contents



UNB CORP.




CONSOLIDATED BALANCE SHEETS


|                                                                                                                                |                                        |                                |                |                                                    |         |         |           |         |         |         |           | 
|------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------- | ------------------------------ | -------------- | -------------------------------------------------- | ------- | ------- | --------- | ------- | ------- | ------- | --------- | 
|                                                                                                                                |                                        | September 30,                  |                | December 31,                                      
|(In thousands except per share data)                                                                                            |                                        | 2001                           |                | 2000                                              
|                                                                                                                                |                                        |                                |                |                                                   
|ASSETS                                                                                                                          |                                        |                                |                |                                                    |         |         |           |        
|Cash and cash equivalents                                                                                                       |                                        | $                              | 33,227         |                                                    |         | $       | 32,155    |        
|Interest bearing deposits with banks                                                                                            |                                        |                                | 227            |                                                    |         |         |          |        
|Securities, net (Fair value:                                                                                                    |                                        |                                |                |                                                    |         |         |           |        
|                                                                                                                                | $36,544 and $52,179, respectively)     |                                |                | 36,513                                             |         |         |           | 52,170  |        
|Mortgage-backed securities (Fair value:                                                                                         |                                        |                                |                |                                                    |         |         |           |        
|                                                                                                                                | $97,108 and $78,728, respectively)     |                                |                | 97,096                                             |         |         |           | 78,721  |        
|Loans originated and held for sale                                                                                              |                                        |                                | 3,203          |                                                    |         |         | 3,433     |        
|Loans:                                                                                                                          |                                        |                                |                |                                                    |         |         |           |        
|                                                                                                                                | Commercial, financial and agricultural |                                |                | 116,477                                            |         |         |           | 112,263 |        
|                                                                                                                                | Aircraft                               |                                |                | 144,405                                            |         |         |           | 138,696 |        
|                                                                                                                                | Commercial real estate                 |                                |                | 140,958                                            |         |         |           | 121,677 |        
|                                                                                                                                | Residential real estate                |                                |                | 245,775                                            |         |         |           | 260,088 |        
|                                                                                                                                | Consumer                               |                                |                | 258,929                                            |         |         |           | 239,291 |        
|                                                                                                                                |                                        |                                |                |                                                    |         |         |           |        
|                                                                                                                                |                                        | Total loans                    |                |                                                    | 906,544 |         |           |         | 872,015 |        
|                                                                                                                                |                                        | Less allowance for loan losses |                |                                                    | (13,100 | )       |           |         | (12,760 | )      
|                                                                                                                                |                                        |                                |                |                                                    |         |         |           |        
|                                                                                                                                |                                        |                                | Net loans      |                                                    |         | 893,444 |           |         |         | 859,255 |          
|Premises and equipment, net                                                                                                     |                                        |                                | 10,749         |                                                    |         |         | 11,026    |        
|Intangible assets                                                                                                               |                                        |                                | 2,231          |                                                    |         |         | 2,432     |        
|Accrued interest receivable and other assets                                                                                    |                                        |                                | 33,160         |                                                    |         |         | 14,755    |        
|                                                                                                                                |                                        |                                |                |                                                    |         |         |           |        
|                                                                                                                                |                                        |                                |                | Total Assets                                       |         | $       | 1,109,850 |         |         | $       | 1,053,947 | 
|                                                                                                                                |                                        |                                |                |                                                    |         |         |           |        
|LIABILITIES                                                                                                                     |                                        |                                |                |                                                    |         |         |           |        
|Deposits:                                                                                                                       |                                        |                                |                |                                                    |         |         |           |        
|                                                                                                                                |                                        | Noninterest bearing deposits   |                | $                                                  | 97,634  |         |           | $       | 108,351 |        
|                                                                                                                                |                                        | Interest bearing deposits      |                |                                                    | 726,300 |         |           |         | 719,290 |        
|                                                                                                                                |                                        |                                |                |                                                    |         |         |           |        
|                                                                                                                                |                                        |                                | Total deposits |                                                    |         | 823,934 |           |         |         | 827,641 |          
|Short-term borrowings                                                                                                           |                                        |                                | 80,938         |                                                    |         |         | 81,979    |        
|Other borrowings                                                                                                                |                                        |                                | 111,638        |                                                    |         |         | 61,188    |        
|Accrued taxes, expenses and other liabilities                                                                                   |                                        |                                | 9,746          |                                                    |         |         | 7,211     |        
|                                                                                                                                |                                        |                                |                |                                                    |         |         |           |        
|                                                                                                                                |                                        |                                |                | Total Liabilities                                  |         |         | 1,026,256 |         |         |         | 978,019   | 
|                                                                                                                               
|SHAREHOLDERS EQUITY                                                                                                            |                                        |                                |                |                                                    |         |         |           |        
|Common stock ($1.00 stated value, 50,000,000
        shares authorized; 11,646,254 and 11,646,274 issued,
        respectively) |                                        |                                | 11,646         |                                                    |         |         | 11,646    |        
|Paid-in capital                                                                                                                 |                                        |                                | 28,939         |                                                    |         |         | 28,949    |        
|Retained earnings                                                                                                               |                                        |                                | 63,868         |                                                    |         |         | 56,233    |        
|Treasury stock, 1,184,522 and 1,209,382 shares at
        cost                                                                  |                                        |                                | (21,800        | )                                                  |         |         | (22,004   | )      
|Accumulated other comprehensive income                                                                                          |                                        |                                | 941            |                                                    |         |         | 1,104     |        
|                                                                                                                                |                                        |                                |                |                                                    |         |         |           |        
|                                                                                                                                |                                        |                                |                | Total Shareholders Equity                         |         |         | 83,594    |         |         |         | 75,928    | 
|                                                                                                                                |                                        |                                |                |                                                    |         |         |           |        
|                                                                                                                                |                                        |                                |                | Total Liabilities and Shareholders
        Equity |         | $       | 1,109,850 |         |         | $       | 1,053,947 | 
|                                                                                                                                |                                        |                                |                |                                                    |         |         |           |        

See Notes to the Consolidated Financial Statements

1



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##### Table of Contents



UNB CORP.




CONSOLIDATED STATEMENTS OF INCOME


|                                                            |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |            |        |        | 
|----------------------------------------------------------- | -------------------------------------------------------------------------- | -------------------- | ---------------------- | ----------------- | ------ | ------ | ----- | ---------- | ------ | ------ | ------ | ---------- | ------ | ------ | ------ | ---------- | ------ | ------ | 
|                                                            |                                                                            |                      |                        |                  
|                                                            |                                                                            | Three Months Ended   |                        | Nine Months Ended
|                                                            |                                                                            | September 30,        |                        | September 30,    
|                                                            |                                                                            |                      |                        |                  
|(In thousands except per share data)                        |                                                                            | 2001                 |                        | 2000              |        | 2001   |       | 2000      
|                                                            |                                                                            |                      |                        |                   |        |        |       |           
|Interest income:                                            |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |           
|                                                            | Interest and fees on loans:                                                |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |            |       
|                                                            |                                                                            | Taxable              |                        | $                 | 18,276 |        |       | $          | 18,498 |        |        | $          | 55,545 |        |        | $          | 52,813 |       
|                                                            |                                                                            | Tax exempt           |                        |                   | 55     |        |       |            | 58     |        |        |            | 173    |        |        |            | 129    |       
|                                                            | Interest and dividends on securities &
        mortgage-backed securities: |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |            |       
|                                                            |                                                                            | Taxable              |                        |                   | 1,861  |        |       |            | 1,883  |        |        |            | 5,572  |        |        |            | 5,806  |       
|                                                            |                                                                            | Tax exempt           |                        |                   | 30     |        |       |            | 40     |        |        |            | 117    |        |        |            | 91     |       
|                                                            | Interest on bank deposits and federal funds sold                           |                      |                        | 25                |        |        |       | 174        |        |        |        | 136        |        |        |        | 542        |       
|                                                            |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |           
|                                                            |                                                                            |                      | Total interest income  |                   |        | 20,247 |       |            |        | 20,653 |        |            |        | 61,543 |        |            |        | 59,381 | 
|                                                            |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |           
|Interest expense:                                           |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |           
|                                                            | Interest on deposits                                                       |                      |                        | 7,490             |        |        |       | 9,292      |        |        |        | 24,189     |        |        |        | 25,952     |       
|                                                            | Interest on short-term borrowings                                          |                      |                        | 548               |        |        |       | 988        |        |        |        | 2,048      |        |        |        | 2,780      |       
|                                                            | Interest on other borrowings                                               |                      |                        | 1,491             |        |        |       | 850        |        |        |        | 3,932      |        |        |        | 2,439      |       
|                                                            |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |           
|                                                            |                                                                            |                      | Total interest expense |                   |        | 9,529  |       |            |        | 11,130 |        |            |        | 30,169 |        |            |        | 31,171 | 
|                                                            |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |           
|Net interest income                                         |                                                                            |                      | 10,718                 |                   |        |        | 9,523 |            |        |        | 31,374 |            |        |        | 28,210 |           
|Provision for loan losses                                   |                                                                            |                      | 590                    |                   |        |        | 128   |            |        |        | 1,563  |            |        |        | 498    |           
|                                                            |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |           
|Net interest income after provision for loan
        losses |                                                                            |                      | 10,128                 |                   |        |        | 9,395 |            |        |        | 29,811 |            |        |        | 27,712 |           
|Other income:                                               |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |           
|                                                            | Service charges on deposits                                                |                      |                        | 777               |        |        |       | 704        |        |        |        | 2,251      |        |        |        | 2,041      |       
|                                                            | Trust Department income                                                    |                      |                        | 1,230             |        |        |       | 1,375      |        |        |        | 3,915      |        |        |        | 4,162      |       
|                                                            | Gains on loans originated for resale and sold                              |                      |                        | 256               |        |        |       | 77         |        |        |        | 754        |        |        |        | 160        |       
|                                                            | Securities gains, net                                                      |                      |                        | (139              | )      |        |       |           |        |        |        | 1,182      |        |        |        | 1,008      |       
|                                                            | Other operating income                                                     |                      |                        | 1,713             |        |        |       | 689        |        |        |        | 3,638      |        |        |        | 2,371      |       
|                                                            |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |           
|                                                            |                                                                            | Total other income   |                        |                   | 3,837  |        |       |            | 2,845  |        |        |            | 11,740 |        |        |            | 9,742  |       
|                                                            |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |           
|Other expenses:                                             |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |           
|                                                            | Salary, wages and benefits                                                 |                      |                        | 4,239             |        |        |       | 3,117      |        |        |        | 12,020     |        |        |        | 9,725      |       
|                                                            | Occupancy expense                                                          |                      |                        | 470               |        |        |       | 467        |        |        |        | 1,381      |        |        |        | 1,317      |       
|                                                            | Equipment expense                                                          |                      |                        | 884               |        |        |       | 1,004      |        |        |        | 2,844      |        |        |        | 2,944      |       
|                                                            | Derivative instruments and hedging activity
        expense                |                      |                        | 223               |        |        |       |           |        |        |        | 427        |        |        |        |           |       
|                                                            | Other operating expense                                                    |                      |                        | 2,762             |        |        |       | 2,101      |        |        |        | 7,335      |        |        |        | 6,591      |       
|                                                            |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |           
|                                                            |                                                                            | Total other expenses |                        |                   | 8,578  |        |       |            | 6,689  |        |        |            | 24,007 |        |        |            | 20,577 |       
|                                                            |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |           
|Income before income taxes                                  |                                                                            |                      | 5,387                  |                   |        |        | 5,551 |            |        |        | 17,544 |            |        |        | 16,877 |           
|Provision for income taxes                                  |                                                                            |                      | 1,829                  |                   |        |        | 1,944 |            |        |        | 5,968  |            |        |        | 5,834  |           
|                                                            |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |           
|                                                            | Income before accounting method
        changes                            |                      |                        | 3,558             |        |        |       | 3,607      |        |        |        | 11,576     |        |        |        | 11,043     |       
|Accounting method change  adoption of
        FAS 133      |                                                                            |                      |                       |                   |        |        |      |            |        |        | 14     |            |        |        |       |           
|                                                            | Net Income                                                                 |                      | $                      | 3,558             |        |        | $     | 3,607      |        |        | $      | 11,562     |        |        | $      | 11,043     |       
|                                                            |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |           
|Earnings per share:                                         |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |           
|                                                            | Basic                                                                      |                      | $                      | 0.34              |        |        | $     | 0.35       |        |        | $      | 1.11       |        |        | $      | 1.05       |       
|                                                            | Diluted                                                                    |                      | $                      | 0.33              |        |        | $     | 0.34       |        |        | $      | 1.09       |        |        | $      | 1.04       |       
|                                                            |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |           
|Dividends per share                                         |                                                                            | $                    | 0.13                   |                   |        | $      | 0.12  |            |        | $      | 0.38   |            |        | $      | 0.36   |           
|                                                            |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |           
|Weighted average shares outstanding:                        |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |           
|                                                            | Basic                                                                      |                      |                        | 10,481,614        |        |        |       | 10,453,348 |        |        |        | 10,458,810 |        |        |        | 10,557,570 |       
|                                                            | Diluted                                                                    |                      |                        | 10,691,733        |        |        |       | 10,528,333 |        |        |        | 10,604,526 |        |        |        | 10,640,636 |       
|                                                            |                                                                            |                      |                        |                   |        |        |       |            |        |        |        |            |        |        |        |           

See Notes to the Consolidated Financial Statements

2



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##### Table of Contents



UNB CORP.




CONSOLIDATED STATEMENTS OF COMPREHENSIVE
INCOME


|                                       |                                          |                                                                                             |                                         |                   |     |      |       |      |     |     |        |  |     |      |        |  |     |      |  
|-------------------------------------- | ---------------------------------------- | ------------------------------------------------------------------------------------------- | --------------------------------------- | ----------------- | --- | ---- | ----- | ---- | --- | --- | ------ |  | --- | ---- | ------ |  | --- | ---- | -
|                                       |                                          |                                                                                             |                                         |                   |     |     
|                                       |                                          | Three Months                                                                                |                                         |                  
|                                       |                                          | Ended                                                                                       |                                         | Nine Months Ended
|                                       |                                          | September 30,                                                                               |                                         | September 30,    
|                                       |                                          |                                                                                             |                                         |                  
|(In thousands)                         |                                          | 2001                                                                                        |                                         | 2000              |     | 2001 |       | 2000
|                                       |                                          |                                                                                             |                                         |                   |     |      |       |     
|Net Income                             |                                          | $                                                                                           | 3,558                                   |                   |     | $    | 3,607 |      |     | $   | 11,562 |  |     | $    | 11,043 | 
|Other comprehensive income, net of tax |                                          |                                                                                             |                                         |                   |     |      |       |      |     |     |        |  |     |      |        | 
|                                       | Unrealized gains/(losses) on securities: |                                                                                             |                                         |                   |     |      |       |      |     |     |        |  |     |      |        |  |    
|                                       |                                          | Unrealized gains/(losses) arising during the
        period                                 |                                         |                   | 300 |      |       |      | 650 |     |        |  | 605 |      |        |  | (6  | )   
|                                       |                                          | Less: Reclassified adjustment for accumulated
        gains/(losses) included in net income |                                         |                   | (90 | )    |       |      | 0   |     |        |  | 768 |      |        |  | 655 |     
|                                       |                                          |                                                                                             |                                         |                   |     |      |       |      |     |     |        |  |     |      |        | 
|                                       |                                          |                                                                                             | Unrealized gains/(losses) on securities |                   |     | 390  |       |      |     | 650 |        |  |     | (163 | )      |  |     | (661 | )
|                                       |                                          |                                                                                             |                                         |                   |     |      |       |      |     |     |        |  |     |      |        | 
|Comprehensive income                   |                                          | $                                                                                           | 3,948                                   |                   |     | $    | 4,257 |      |     | $   | 11,399 |  |     | $    | 10,382 | 
|                                       |                                          |                                                                                             |                                         |                   |     |      |       |      |     |     |        |  |     |      |        | 

See Notes to the Consolidated Financial Statements

3



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##### Table of Contents



UNB CORP.




Condensed Consolidated Statements of Changes
in Shareholders Equity

|                                                                                       |  |                   |        |         |  |   |        |  
|-------------------------------------------------------------------------------------- |  | ----------------- | ------ | ------- |  | - | ------ | -
|                                                                                       |  |                  
|                                                                                       |  | Nine Months Ended
|                                                                                       |  |                  
|(In thousands except per share data)                                                   |  | 9/30/01           |        | 9/30/00
|                                                                                       |  |                   |        |        
|Balance at beginning of period                                                         |  | $                 | 75,928 |         |  | $ | 70,674 |  
|Net Income                                                                             |  |                   | 11,562 |         |  |   | 11,043 |  
|Cash dividends $0.38 and $0.36 per share,
        respectively                         |  |                   | (3,927 | )       |  |   | (3,796 | )
|Treasury stock purchases                                                               |  |                   | (491   | )       |  |   | (4,050 | )
|Treasury stock sold and issued for stock options                                       |  |                   | 679    |         |  |   | 16     |  
|Tax benefit from non-qualified stock option
        exercise                           |  |                   | 6      |         |  |   |       |  
|Change in market value on securities available
        for sale, net of deferred taxes |  |                   | (163   | )       |  |   | (661   | )
|                                                                                       |  |                   |        |         |  |   |        |  
|Balance at end of period                                                               |  | $                 | 83,594 |         |  | $ | 73,226 |  
|                                                                                       |  |                   |        |         |  |   |        |  

See Notes to the Consolidated Financial Statements

4



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##### Table of Contents



UNB CORP.




CONSOLIDATED STATEMENTS OF CASH
FLOWS


|                                                       |                                                                                    |                                                                                      |                                    |         |          |         |         |         |         |         |  
|------------------------------------------------------ | ---------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------ | ---------------------------------- | ------- | -------- | ------- | ------- | ------- | ------- | ------- | -
|                                                       |                                                                                    |                                                                                     
|                                                       |                                                                                    | Nine months ended                                                                   
|                                                       |                                                                                    | September 30,                                                                       
|                                                       |                                                                                    |                                                                                     
|(In thousands)                                         |                                                                                    | 2001                                                                                 |                                    | 2000   
|                                                       |                                                                                    |                                                                                      |                                    |        
|Cash flows from operating
        activities:          |                                                                                    |                                                                                      |                                    |         |          |         |         |        
|                                                       | Net income                                                                         |                                                                                      | $                                  | 11,562  |          |         | $       | 11,043  |        
|                                                       | Adjustments to reconcile net income to net cash
        from operating activities: |                                                                                      |                                    |         |          |         |         |         |        
|                                                       |                                                                                    | Depreciation and amortization                                                        |                                    |         | 1,026    |         |         |         | 1,052   |        
|                                                       |                                                                                    | Provision for loan losses                                                            |                                    |         | 1,563    |         |         |         | 498     |        
|                                                       |                                                                                    | Net securities gains                                                                 |                                    |         | (1,182   | )       |         |         | (1,008  | )      
|                                                       |                                                                                    | Net amortization/(accretion) on securities                                           |                                    |         | (464     | )       |         |         | (25     | )      
|                                                       |                                                                                    | Amortization of intangible assets                                                    |                                    |         | 564      |         |         |         | 689     |        
|                                                       |                                                                                    | Loans originated for resale                                                          |                                    |         | (55,400  | )       |         |         | (8,026  | )      
|                                                       |                                                                                    | Proceeds from sale of loan originations                                              |                                    |         | 56,384   |         |         |         | 7,214   |        
|                                                       | Changes in:                                                                        |                                                                                      |                                    |         |          |         |         |         |        
|                                                       |                                                                                    | Interest receivable                                                                  |                                    |         | 575      |         |         |         | (826    | )      
|                                                       |                                                                                    | Interest payable                                                                     |                                    |         | (139     | )       |         |         | (182    | )      
|                                                       |                                                                                    | Other assets and liabilities, net                                                    |                                    |         | 4,627    |         |         |         | (941    | )      
|                                                       |                                                                                    | Deferred income                                                                      |                                    |         | (4       | )       |         |         | (8      | )      
|                                                       |                                                                                    |                                                                                      |                                    |         |          |         |         |        
|                                                       |                                                                                    |                                                                                      | Net cash from operating activities |         |          | 19,112  |         |         |         | 9,480   |  
|                                                       |                                                                                    |                                                                                      |                                    |         |          |         |         |        
|Cash flows from investing
        activities:          |                                                                                    |                                                                                      |                                    |         |          |         |         |        
|                                                       | Net change in interest bearing deposits with banks                                 |                                                                                      |                                    | (227    | )        |         |         | (2,665  | )      
|                                                       | Net increase in funds sold                                                         |                                                                                      |                                    |        |          |         |         | (500    | )      
|                                                       | Investment and mortgage-backed securities:                                         |                                                                                      |                                    |         |          |         |         |         |        
|                                                       |                                                                                    | Proceeds from sales of securities available for
        sale                         |                                    |         | 4,082    |         |         |         | 1,527   |        
|                                                       |                                                                                    | Proceeds from maturities of securities held to
        maturity                      |                                    |         | 2,535    |         |         |         | 2,155   |        
|                                                       |                                                                                    | Proceeds from maturities of securities available
        for sale                    |                                    |         | 122,065  |         |         |         | 43,967  |        
|                                                       |                                                                                    | Purchases of securities held to maturity                                             |                                    |         | (1,080   | )       |         |         | (3,461  | )      
|                                                       |                                                                                    | Purchases of securities available for sale                                           |                                    |         | (112,765 | )       |         |         | (32,867 | )      
|                                                       |                                                                                    | Purchases of mortgage-backed securities available
        for sale                   |                                    |         | (47,236  | )       |         |         | (12,604 | )      
|                                                       |                                                                                    | Principal payments received on mortgage-backed
        securities held to maturity   |                                    |         | 104      |         |         |         | 115     |        
|                                                       |                                                                                    | Principal payments received on mortgage-backed
        securities available for sale |                                    |         | 30,972   |         |         |         | 15,824  |        
|                                                       | Net (increase)/decrease in loans made to customers                                 |                                                                                      |                                    | (36,506 | )        |         |         | (84,881 | )      
|                                                       | Purchase in bank owned life insurance                                              |                                                                                      |                                    | (20,711 | )        |         |         |        |        
|                                                       | Net increase in bank owned life insurance                                          |                                                                                      |                                    | (493    | )        |         |         |        |        
|                                                       | Purchases of premises and equipment, net                                           |                                                                                      |                                    | (749    | )        |         |         | (1,332  | )      
|                                                       |                                                                                    |                                                                                      |                                    |         |          |         |         |        
|                                                       |                                                                                    |                                                                                      | Net cash from investing activities |         |          | (60,009 | )       |         |         | (74,722 | )
|                                                       |                                                                                    |                                                                                      |                                    |         |          |         |         |        
|Cash flows from financing
        activities:          |                                                                                    |                                                                                      |                                    |         |          |         |         |        
|                                                       | Net increase/(decrease) in deposits                                                |                                                                                      |                                    | (3,707  | )        |         |         | 62,765  |        
|                                                       | Cash dividends paid, net of shares issued through
        dividend reinvestment    |                                                                                      |                                    | (3,927  | )        |         |         | (3,796  | )      
|                                                       | Purchase of treasury stock                                                         |                                                                                      |                                    | (491    | )        |         |         | (4,050  | )      
|                                                       | Sales of treasury stock                                                            |                                                                                      |                                    | 679     |          |         |         | 16      |        
|                                                       | Tax benefit from non-qualified stock option
        exercise                       |                                                                                      |                                    | 6       |          |         |         |        |        
|                                                       | Net increase/(decrease) in short-term borrowings                                   |                                                                                      |                                    | (1,041  | )        |         |         | (5,563  | )      
|                                                       | Proceeds from FHLB advances                                                        |                                                                                      |                                    | 93,400  |          |         |         | 1,200   |        
|                                                       | Repayments of FHLB advances                                                        |                                                                                      |                                    | (45,410 | )        |         |         | (7,959  | )      
|                                                       | Proceeds from bank borrowings                                                      |                                                                                      |                                    | 2,502   |          |         |         | 4,500   |        
|                                                       | Repayments on capital lease                                                        |                                                                                      |                                    | (42     | )        |         |         | (39     | )      
|                                                       |                                                                                    |                                                                                      |                                    |         |          |         |         |        
|                                                       |                                                                                    |                                                                                      | Net cash from financing activities |         |          | 41,969  |         |         |         | 47,074  |  
|                                                       |                                                                                    |                                                                                      |                                    |         |          |         |         |        
|Net change in cash and cash
        equivalents        |                                                                                    |                                                                                      | 1,072                              |         |          |         | (18,168 | )      
|Cash and cash equivalents at beginning of
        year |                                                                                    |                                                                                      | 32,155                             |         |          |         | 48,354  |        
|                                                       |                                                                                    |                                                                                      |                                    |         |          |         |         |        
|Cash and cash equivalents at end of
        period     |                                                                                    | $                                                                                    | 33,227                             |         |          | $       | 30,186  |        
|                                                       |                                                                                    |                                                                                      |                                    |         |          |         |         |        
|Non cash activities:                                   |                                                                                    |                                                                                      |                                    |         |          |         |         |        
|Merger with Rownds for stock                          |                                                                                    |                                                                                      | (255                               | )       |          |         |        |        

See the Notes to the Consolidated Financial
Statements

5



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##### Table of Contents



UNB CORP.




Notes to Consolidated Financial
Statements


Note 1  Summary of Significant
Accounting Policies

Unless otherwise indicated, amounts are in
thousands, except per share data.

The accompanying consolidated financial
statements include the accounts of UNB Corp. and its wholly
owned subsidiaries United National Bank & Trust Co., United
Banc Financial Services, Inc. and United Financial Advisors,
Inc. All material intercompany accounts and transactions have
been eliminated in consolidation.

These interim financial statements reflect all
adjustments of a normal recurring nature which, in the opinion
of management, are necessary to present fairly the consolidated
financial position of UNB Corp. at September 30, 2001, and
its results of operations and cash flows for the periods
presented. The accompanying consolidated financial statements do
not purport to contain all the necessary financial disclosures
required by accounting principles generally accepted in the United
State of America that might
otherwise be necessary in the circumstances and are not
necessarily indicative of the results to be expected for the
full year. The Annual Report for UNB Corp. for the year ended
December 31, 2000, contains consolidated financial
statements and related notes, which should be read in
conjunction with the accompanying consolidated financial
statements.

For consolidated financial statement
classification and cash flow reporting purposes, cash and cash
equivalents include currency on hand and non-interest bearing
deposits with banks. For the quarters ended September 30,
2001 and September 30, 2000, UNB Corp. paid interest in the
amount of $30,308 and $31,355, respectively. For the same nine
month periods federal income taxes paid totaled $4,000 and
$5,260, respectively.

The Corporation classifies debt and equity
securities as held to maturity, available for sale, or trading.
Securities classified as held to maturity are those management
has the positive intent and ability to hold to maturity.
Securities classified as available for sale are those management
intends to sell or that could be sold for liquidity, investment
management, or similar reasons, even if there is not a present
intention for such a sale. Trading securities are purchased
principally for sale in the near term and are reported at fair
value with unrealized gains and losses included in earnings. The
Corporation held no trading securities during the periods
reported.

Securities held to maturity are stated at cost,
adjusted for amortization of premiums and accretion of
discounts. Securities available for sale are carried at fair
value, with unrealized holding gains and losses included in
other comprehensive income. Gains or losses on dispositions are
based on net proceeds and the amortized cost of securities sold,
using the specific identification method.

Management analyzes loans on an individual basis
and classifies a loan as impaired when an analysis of the
borrowers operating results and financial condition
indicates that underlying cash flows are not adequate to meet
its debt service requirements. Often this is associated with a
delay or shortfall in payments of 30 days or more.
Smaller-balance homogeneous loans are evaluated for impairment
in total and are excluded from reported impaired loans. Such
loans include residential first mortgage loans secured by
one-to-four family residences, residential construction loans
and consumer automobile, boat, RV, and home equity loans. In
addition, loans held for sale and leases are excluded from
consideration as impaired.

6



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##### Table of Contents



UNB CORP.


Notes to Consolidated Financial Statements
(continued)






Impaired loans are fully or partially charged off
when in managements opinion an event or events have
occurred which provide reasonable certainty that a loss is
probable. When management determines that a loss is probable, a
full or partial charge off is recorded for the amount the book
value of the impaired loan exceeds the present value of the cash
flows or the fair value of the collateral, for collateral
dependent loans.

Loans considered to be impaired are reduced to
the present value of expected future cash flows or to the fair
value of collateral by allocating a portion of the allowance for
loan losses to such loans. Any reduction in carrying value
through impairment or any change in impairment based on cash
payments received or revised cash flow estimates as determined
on a quarterly basis would be applied against the unallocated
portion of the allowance for loan losses and become a specific
allocation of the allowance or as an addition to the provision
for loan losses if the unallocated portion of the allowance was
insufficient to cover the impairment.

Basic and diluted earnings per share are computed
under the provisions of SFAS No. 128, Earnings Per
Share. Basic earnings per share is net income divided by
the weighted average number of shares outstanding during the
period. Diluted earnings per share includes the dilutive effect
of additional common shares issued under stock options assuming
the exercise of stock options less the treasury shares assumed
to be purchased from the proceeds using the average market price
of UNB Corp.s stock for the periods presented.

In June 2001, the Financial Accounting Standards
Board (FASB) issued Statement of Financial Accounting
Standards (SFAS) No. 141. Business
Combinations. SFAS No. 141 requires all business
combinations within its scope to be accounted for using the
purchase method, rather than the pooling-of-interests method.
The provisions of this Statement apply to all business
combinations initiated after June 30, 2001.

Also in June 2001, the FASB issued SFAS
No. 142, Goodwill and Other Intangible Assets,
which addresses the accounting for such assets arising from
prior and future business combinations. Upon the adoption of
this Statement, goodwill arising from business combinations will
no longer be amortized, but rather will be assessed regularly
for impairment, with any such impairment recognized as a
reduction to earnings in the period identified. Other identified
intangible assets, such as core deposit intangible assets, will
continue to be amortized over their estimated useful lives. The
Company is required to adopt this Statement on January 1,
2002 and early adoption is not permitted. The Company has not
determined the impact of this statement on its financial
statements.

Certain 2000 amounts may have been reclassified
to conform to the 2001 presentation.

Note 2  Securities

The amortized cost and estimated fair value of
securities and mortgage-backed securities, available for sale
and held to maturity, as presented on the consolidated balance
sheet at September 30, 2001 and December 31, 2000,
follows:

7



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##### Table of Contents



UNB CORP.


Notes to Consolidated Financial Statements
(continued)






|                                              |                                                                  |                                                 |                       |            |         |            |       |            |       |     |      |   |      |      |        |        |         |        | 
|--------------------------------------------- | ---------------------------------------------------------------- | ----------------------------------------------- | --------------------- | ---------- | ------- | ---------- | ----- | ---------- | ----- | --- | ---- | - | ---- | ---- | ------ | ------ | ------- | ------ | 
|                                              |                                                                  |                                                
|                                              |                                                                  | September 30, 2001                             
|                                              |                                                                  |                                                
|                                              |                                                                  |                                                 |                       | Gross      |         | Gross      |       |           
|                                              |                                                                  | Amortized                                       |                       | Unrealized |         | Unrealized |       |           
|                                              |                                                                  | Cost                                            |                       | Gains      |         | Losses     |       | Fair Value
|                                              |                                                                  |                                                 |                       |            |         |            |       |           
|Securities available for sale:                |                                                                  |                                                 |                       |            |         |            |       |            |       |     |      |   |      |      |        |       
|                                              | Obligations of U.S. government agencies and
        corporations |                                                 | $                     | 20,095     |         |            | $     | 292        |       |     | $    |  |      |      | $      | 20,387 |        
|Securities held to maturity:                  |                                                                  |                                                 |                       |            |         |            |       |            |       |     |      |   |      |      |        |       
|                                              | Obligations of state and political subdivisions                  |                                                 |                       | 2,309      |         |            |       | 31         |       |     |      |  |      |      |        | 2,340  |        
|                                              | Corporate bonds and other debt securities                        |                                                 |                       | 500        |         |            |       |           |       |     |      |  |      |      |        | 500    |        
|                                              |                                                                  |                                                 |                       |            |         |            |       |            |       |     |      |   |      |      |        |       
|                                              |                                                                  |                                                 | Total debt securities |            |         | 22,904     |       |            |       | 323 |      |   |      |     |        |        |         | 23,227 | 
|Equity securities available for sale          |                                                                  |                                                 | 12,721                |            |         |            |      |            |       |     | (451 | ) |      |      | 12,270 |       
|Asset-backed securities available for sale    |                                                                  |                                                 | 999                   |            |         |            | 48    |            |       |     |     |   |      |      | 1,047  |       
|                                              |                                                                  |                                                 |                       |            |         |            |       |            |       |     |      |   |      |      |        |       
|                                              |                                                                  |                                                 | Total securities      |            |         | 36,624     |       |            |       | 371 |      |   |      | (451 | )      |        |         | 36,544 | 
|Mortgage-backed securities available for sale |                                                                  |                                                 | 95,211                |            |         |            | 1,586 |            |       |     | (29  | ) |      |      | 96,768 |       
|Mortgage-backed securities held to maturity   |                                                                  |                                                 | 328                   |            |         |            | 12    |            |       |     |     |   |      |      | 340    |       
|                                              |                                                                  |                                                 |                       |            |         |            |       |            |       |     |      |   |      |      |        |       
|                                              |                                                                  | Total mortgage-backed securities                |                       |            | 95,539  |            |       |            | 1,598 |     |      |   | (29  | )    |        |        | 97,108  |       
|                                              |                                                                  |                                                 |                       |            |         |            |       |            |       |     |      |   |      |      |        |       
|                                              |                                                                  | Total securities and mortgage-backed securities |                       | $          | 132,163 |            |       | $          | 1,969 |     |      | $ | (480 | )    |        | $      | 133,652 |       
|                                              |                                                                  |                                                 |                       |            |         |            |       |            |       |     |      |   |      |      |        |       

|                                              |                                                                  |                                                 |        |            |         |            |       |            |       |  |      |     |        |   |        |        |         | 
|--------------------------------------------- | ---------------------------------------------------------------- | ----------------------------------------------- | ------ | ---------- | ------- | ---------- | ----- | ---------- | ----- |  | ---- | --- | ------ | - | ------ | ------ | ------- | 
|                                              |                                                                  |                                                
|                                              |                                                                  | December 31, 2000                              
|                                              |                                                                  |                                                
|                                              |                                                                  |                                                 |        | Gross      |         | Gross      |       |           
|                                              |                                                                  | Amortized                                       |        | Unrealized |         | Unrealized |       |           
|                                              |                                                                  | Cost                                            |        | Gains      |         | Losses     |       | Fair Value
|                                              |                                                                  |                                                 |        |            |         |            |       |           
|Securities available for sale:                |                                                                  |                                                 |        |            |         |            |       |            |       |  |      |     |        |   |        |       
|                                              | U.S. Treasury securities                                         |                                                 | $      | 999        |         |            | $     |           |       |  | $    | (1  | )      |   | $      | 998    |        
|                                              | Obligations of U.S. government agencies and
        corporations |                                                 |        | 31,473     |         |            |       | 146        |       |  |      | (15 | )      |   |        | 31,604 |        
|Securities held to maturity:                  |                                                                  |                                                 |        |            |         |            |       |            |       |  |      |     |        |   |        |       
|                                              | Obligations of state and political subdivisions                  |                                                 |        | 4,265      |         |            |       | 10         |       |  |      | (1  | )      |   |        | 4,274  |        
|                                              |                                                                  |                                                 |        |            |         |            |       |            |       |  |      |     |        |   |        |       
|                                              |                                                                  | Total debt securities                           |        |            | 36,737  |            |       |            | 156   |  |      |     | (17    | ) |        |        | 36,876  | 
|Equity securities available for sale          |                                                                  |                                                 | 12,518 |            |         |            | 2,518 |            |       |  | (728 | )   |        |   | 14,308 |       
|Asset-backed securities available for sale    |                                                                  |                                                 | 999    |            |         |            |      |            |       |  | (4   | )   |        |   | 995    |       
|                                              |                                                                  |                                                 |        |            |         |            |       |            |       |  |      |     |        |   |        |       
|                                              |                                                                  | Total securities                                |        |            | 50,254  |            |       |            | 2,674 |  |      |     | (749   | ) |        |        | 52,179  | 
|Mortgage-backed securities available for sale |                                                                  |                                                 | 78,506 |            |         |            | 268   |            |       |  | (484 | )   |        |   | 78,290 |       
|Mortgage-backed securities held to maturity   |                                                                  |                                                 | 431    |            |         |            | 7     |            |       |  |     |     |        |   | 438    |       
|                                              |                                                                  |                                                 |        |            |         |            |       |            |       |  |      |     |        |   |        |       
|                                              |                                                                  | Total mortgage-backed securities                |        |            | 78,937  |            |       |            | 275   |  |      |     | (484   | ) |        |        | 78,728  | 
|                                              |                                                                  |                                                 |        |            |         |            |       |            |       |  |      |     |        |   |        |       
|                                              |                                                                  | Total securities and mortgage-backed securities |        | $          | 129,191 |            |       | $          | 2,949 |  |      | $   | (1,233 | ) |        | $      | 130,907 | 
|                                              |                                                                  |                                                 |        |            |         |            |       |            |       |  |      |     |        |   |        |       

During the periods ended September 30, 2001
and 2000, the proceeds from sales of securities available for
sale were $4,082 and $1,527, respectively. On those sales, gross
gains of $4,110 and gross losses of $2,928 were recognized for the
period ending September 30, 2001 and gross gains of $1,008 were
recognized for the period ending September 30, 2000. There were no

8



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##### Table of Contents



UNB CORP.


Notes to Consolidated Financial Statements
(continued)






sales or transfers of securities classified as
held to maturity.

The amortized cost and estimated fair value of
debt securities at September 30, 2001, by contractual
maturity, are shown below. Actual maturities will differ from
contractual maturities because borrowers may have the right to
call or prepay obligations with or without call or prepayment
penalties.

|                                                                                   |                                       |                    |        |           |        |          |        |        |        |  |      |      |      |  
|---------------------------------------------------------------------------------- | ------------------------------------- | ------------------ | ------ | --------- | ------ | -------- | ------ | ------ | ------ |  | ---- | ---- | ---- | -
|                                                                                   |                                       |                   
|                                                                                   |                                       | September 30, 2001
|                                                                                   |                                       |                   
|                                                                                   |                                       |                    |        | Estimated |        | Weighted
|                                                                                   |                                       | Amortized          |        | Fair      |        | Average 
|                                                                                   |                                       | Cost               |        | Value     |        | Yield   
|                                                                                   |                                       |                    |        |           |        |         
|Securities available for sale:                                                     |                                       |                    |        |           |        |          |        |        |        |  |      |     
|U.S. Government agencies and corporations Due in
        one year or less          |                                       | $                  | 8,095  |           |        | $        | 8,271  |        |        |  | 6.68 | %   
|                                                                                   | Due after one year through five years |                    |        | 12,000    |        |          |        | 12,116 |        |  |      | 4.24 |     
|                                                                                   |                                       |                    |        |           |        |          |        |        |        |  |      |     
|                                                                                   |                                       | Total              |        | $         | 20,095 |          |        | $      | 20,387 |  |      |      | 5.22 | %
|                                                                                   |                                       |                    |        |           |        |          |        |        |        |  |      |     
|Securities held to maturity:                                                       |                                       |                    |        |           |        |          |        |        |        |  |      |     
|Obligations of state and political subdivisions Due in one year or less            |                                       | $                  | 1,276  |           |        | $        | 1,284  |        |        |  | 4.79 | %   
|                                                                                   | Due after one year through five years |                    |        | 1,033     |        |          |        | 1,056  |        |  |      | 4.37 |     
|                                                                                   |                                       |                    |        |           |        |          |        |        |        |  |      |     
|                                                                                   |                                       | Total              |        |           | 2,309  |          |        |        | 2,340  |  |      |      | 4.60 | %
|Corporate bonds and other debt securities Due
        after ten years              |                                       |                    | 500    |           |        |          | 500    |        |        |  | 7.75 | %   
|Total securities held to maturity                                                  |                                       | $                  | 2,809  |           |        | $        | 2,840  |        |        |  | 5.16 | %   
|                                                                                   |                                       |                    |        |           |        |          |        |        |        |  |      |     
|Asset-backed securities available for sale                                         |                                       | $                  | 999    |           |        | $        | 1,047  |        |        |  | 6.85 | %   
|                                                                                   |                                       |                    |        |           |        |          |        |        |        |  |      |     
|Mortgage-backed and collateralized mortgage
        obligations available for sale |                                       | $                  | 95,211 |           |        | $        | 96,768 |        |        |  | 6.26 | %   
|Mortgage-backed and collateralized mortgage
        obligations held to maturity   |                                       |                    | 328    |           |        |          | 340    |        |        |  | 7.82 |     
|                                                                                   |                                       |                    |        |           |        |          |        |        |        |  |      |     
|                                                                                   |                                       | $                  | 95,539 |           |        | $        | 97,108 |        |        |  | 6.27 | %   
|                                                                                   |                                       |                    |        |           |        |          |        |        |        |  |      |     

At September 30, 2001, there were no
holdings of securities of any one issuer, other than the U.S.
government and its agencies and corporations, with an aggregate
book value in excess of 10% of shareholders equity.
Securities with a carrying value of approximately $112,368 at
September 30, 2001 were pledged to secure public funds and
other obligations.

Note 3  Allowance for Loan
Losses

A summary of activity in the allowance for loan
losses for the nine months ended September 30, 2001 and
September 30, 2000, follows:

|                                           |  |      |        |      |  |   |        |  
|------------------------------------------ |  | ---- | ------ | ---- |  | - | ------ | -
|                                           |  | 2001 |        | 2000
|                                           |  |      |        |     
|Balance  January 1                        |  | $    | 12,760 |      |  | $ | 13,174 |  
|Provision charged to operating expense     |  |      | 1,563  |      |  |   | 498    |  
|Loans charged off                          |  |      | (2,015 | )    |  |   | (1,689 | )
|Recoveries on loans previously charged off |  |      | 792    |      |  |   | 636    |  
|                                           |  |      |        |      |  |   |        |  
|Balance  September 30                     |  | $    | 13,100 |      |  | $ | 12,619 |  
|                                           |  |      |        |      |  |   |        |  

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##### Table of Contents



UNB CORP.


Notes to Consolidated Financial Statements
(continued)






At September 30, 2001 and December 31,
2000, impaired loans were as follows:

|                                                   |  |                    |       |                   |  |   |       | 
|-------------------------------------------------- |  | ------------------ | ----- | ----------------- |  | - | ----- | 
|                                                   |  | September 30, 2001 |       | December 31, 2000
|                                                   |  |                    |       |                  
|Loans with no allowance for loan losses allocated  |  | $                  | 126   |                   |  | $ | 1,343 | 
|Loans with allowance for loan losses allocated     |  |                    | 4,916 |                   |  |   | 2,516 | 
|Amount of allowance allocated                      |  |                    | 1,264 |                   |  |   | 909   | 
|Average of impaired loans, year-to-date            |  |                    | 3,679 |                   |  |   | 3,093 | 
|Interest income recognized during impairment       |  |                    | 240   |                   |  |   | 210   | 
|Cash-basis interest income recognized year-to-date |  |                    | 272   |                   |  |   | 206   | 

At September 30, 2001 and December 31,
2000, loans on non-accrual status and/or past due 90 days
or more approximated $4,929 and $3,141, respectively. The Other
Assets Owned balance, net of allowance, was $40 and $394 at
September 30, 2001 and December 31, 2000, respectively.

Note 4  Concentrations of Credit
Risk and Financial Instruments With Off-Balance Sheet
Risk

The Corporation offers commercial, residential
mortgage and consumer credit products to customers within Stark
and its contiguous counties with the exception of the Aircraft
Finance Group which serves a national market. The Corporation
maintains a diversified loan portfolio, with commercial loans
and leases, commercial real estate loans, aircraft loans,
residential mortgage loans and consumer loans comprising 12.8%,
15.6%, 15.9%, 27.1% and 28.6%, respectively, at
September 30, 2001. Within the consumer loan portfolio,
indirect loans accounted for 54.1% of all consumer loans and
15.4% of total loans at September 30, 2001. The dealer
network from which indirect loans were purchased included 116
relationships thus far in 2001, the largest of which was
responsible for 4.8% of the total indirect dollar volume for the
first nine months of 2001.

Within the commercial real estate portfolio, real
estate is mainly held as collateral while the cash flows of the
business are considered the primary source of repayment on the
loans. With all loan types, management attempts to balance
credit risk versus return by employing conservative credit
standards and comprehensive underwriting guidelines in addition
to the loan review function which monitors credits during and
after the approval process.

The Corporation is a party to financial
instruments with off-balance sheet risk. These instruments are
required in the normal course of business to meet the financial
needs of its customers. The contract or notional amounts of
these instruments are not included in the consolidated financial
statements. At September 30, 2001, the contract or notional
amounts of these instruments, which primarily include
commitments to extend credit, standby letters of credit and
financial guarantees, and interest rate swaps totaled $240,341.

At September 30, 2001, the Corporation held
an interest rate swap agreement with a notional amount of
$11,043. The notional amount of the interest rate swap does not
represent an amount exchanged by the parties and is not a
measure of the Corporations exposure through its use of
derivatives. The amounts exchanged are determined by reference
to the notional amount and the other terms of the

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##### Table of Contents



UNB CORP.


Notes to Consolidated Financial Statements
(continued)






interest rate swap. The following table
summarizes the terms of the swap in effect:

|                                                    |  |              
|--------------------------------------------------- |  | -------------
|Notional amount                                     |  | $11,043      
|Final expiration                                    |  | June 18, 2003
|Variable rate in effect,
        September 30, 2001 |  | 3.15%        
|Fixed rate                                          |  | 5.86%        
|Market value, September 30, 2001                    |  | ($448)       

Variable interest payments received are based on
the three month LIBOR rate that is adjusted on a quarterly
basis. For the nine month periods ended September 30, 2001
and September 30, 2000, expense of $79 and income of $79,
respectively, was recorded in interest income. Under the terms
of the contract, future changes in LIBOR will affect the
payments received, the income or expense generated by the swap
and the market value of the swap.

Note 5  Other Borrowings

Other borrowings consist of Federal Home Loan
Bank borrowings, two line of credit borrowing arrangements and a
capital lease. The majority of the other borrowings at
September 30, 2001 were comprised of advances from the
Federal Home Loan Bank (FHLB) of Cincinnati. Pursuant to
collateral agreements with the FHLB, advances are secured by
FHLB stock and qualifying first mortgage loans.

At September 30, 2001, FHLB advances
outstanding were comprised of the following:

| |  |          |  |               |             |        |  |   |        | 
| |  | -------- |  | ------------- | ----------- | ------ |  | - | ------ | 
| |  | Maturity |  | Interest Rate |             | Amount
| |  |          |  |               |             |       
| |  | 2001     |  |               | 6.10%-7.32% |        |  | $ | 2,514  | 
| |  | 2002     |  |               | 5.95%-7.32% |        |  |   | 31,158 | 
| |  | 2003     |  |               | 6.25%-7.32% |        |  |   | 1,235  | 
| |  | 2004     |  |               | 5.20%-7.32% |        |  |   | 10,660 | 
| |  | 2005     |  |               | 3.64%-7.32% |        |  |   | 20,547 | 
| |  | 2006     |  |               | 5.21%-5.59% |        |  |   | 20,000 | 
| |  | 2011     |  |               | 4.70%       |        |  |   | 10,000 | 
| |  |          |  |               |             |        |  |   |        | 
| |  | Total    |  |               |             |        |  | $ | 96,114 | 
| |  |          |  |               |             |        |  |   |        | 

Based on the Banks investment in FHLB
stock, the maximum dollar amount of FHLB advance borrowings
available to the Bank is $172,750.

The Corporation has maximum borrowing
arrangements of $20,000 with a national financial institution
consisting of two lines of credit. The total outstanding balance
at September 30, 2001 was $15,500. United Banc Financial
Services, Inc. (UBFS) arranged a $10 million line of
credit to fund loan growth. The interest on each draw is
variable and is priced off an index plus a spread. The loan
agreement calls for quarterly interest payments and is secured
by a first security agreement on UBFS receivables, the
unconditional guarantee of UNB Corp., and an intercreditor
agreement with United National Bank & Trust Co. The
outstanding balance on this facility consists of the following
draws:

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##### Table of Contents



UNB CORP.


Notes to Consolidated Financial Statements
(continued)






|              |      |        |  |   |       | 
|------------- | ---- | ------ |  | - | ----- | 
|Interest Rate |      | Amount
|              |      |       
|              | 4.92 | %      |  | $ | 3,500 | 
|              | 4.83 |        |  |   | 1,000 | 
|              | 4.74 |        |  |   | 500   | 
|              | 3.55 |        |  |   | 1,000 | 
|              | 4.90 |        |  |   | 500   | 
|              | 4.51 |        |  |   | 500   | 
|              | 3.74 |        |  |   | 500   | 
|              | 3.54 |        |  |   | 500   | 
|              | 3.36 |        |  |   | 500   | 

The Parent Company arranged an unsecured
$10 million line of credit for liquidity purposes and to
facilitate additional investment in subsidiaries. At
September 30, 2001, the outstanding balance was
$7 million with an interest rate of 3.07%. The interest is
priced off the Federal Funds Rate plus 0.85% per annum and is
paid quarterly.

United Financial Advisors, Inc. had an unsecured
$50 line of credit with an interest rate of prime rate plus one
percent that was used for liquidity purposes. As of
September 30, 2001, the line of credit was paid off.

In 1997, the Bank entered into a capital lease to
finance the acquisition of computer hardware and related
software with an original amount of $252. The lease terms call
for sixty monthly payments of approximately $5 with the last
payment due in March, 2002. The balance outstanding at
September 30, 2001 was $24.

Note 6  Derivative Instruments and
Hedging Activities

Effective January 1, 2001, the Corporation
adopted the Financial Accounting Standards Boards
Statement No. 133, Accounting for Derivative
Instruments and Hedging Activities (FAS 133). FAS 133
requires all derivative instruments be recorded at their fair
values. If the derivative instruments are designated as fair
value hedges, changes in the fair value of the hedge and the
hedged item are included in current earnings. Fair value
adjustments related to cash flow hedges are recorded in other
comprehensive income and reclassified to earnings when the
hedged transaction is reflected in earnings. Ineffective
portions of hedges are reflected in income currently.

UNB Corp. holds a derivative instrument in the
form of an interest rate swap hedging fixed rate mortgage loans
(see Note 4). The interest rate swap was recorded at fair value
on the financial statements of the Corporation at the adoption
of FAS 133. For the period ended September 30, 2001, $14,
net of taxes, was recognized in expense for the adoption of FAS
133 on January 1, 2001 and $427 in expense was recognized
for the change in the fair value of the swap since adoption.

Note 7  Pending Merger

On September 6, 2001, BancFirst Ohio Corp.
and UNB Corp., announced that a definitive merger agreement had
been signed and structured as a merger of equals.

BancFirst Ohio Corp. and UNB Corp. will be merged
into one holding company. The name of the company will be
determined in the fourth quarter of 2001. Additionally, The
First National Bank of Zanesville and United National Bank &
Trust Co. will merge under a common charter with a new name
being announced in the fourth quarter of 2001. The new
corporation will offer its combined client base a broad array of
corporate banking, retail banking, government guaranteed loan
programs, aircraft lending, and wealth management products and
services. The combined strengths of these two organizations will
provide a high level of

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##### Table of Contents



UNB CORP.


Notes to Consolidated Financial Statements
(continued)




professionalism, financial services expertise and
commitment to the communities it will serve.

The new corporation will have a combined market
value of approximately $415 million, total assets of
$2.7 billion, with an additional $1.4 billion of
combined trust assets under management. The company will be
headquartered in Canton, Ohio with its operations center based
in Zanesville, Ohio.

The purchase accounting transaction will be
immediately accretive to the diluted earnings per share of the
combined company upon closing. The shareholder meeting to vote
on the merger of equals will take place in early February 2002.
The transaction, scheduled to close in March 2002, has been
approved by the boards of directors of both companies and is
subject to regulatory and shareholder approvals. The terms of
the agreement call for BancFirst Ohio Corp. shareholders to
receive, for each BancFirst Ohio Corp. share, 1.325 shares of
UNB Corp. common stock. BancFirst Ohio Corp. shareholders will
own approximately 52 percent of the combined company and
UNB Corp. shareholders will own approximately 48 percent.

The companies expect the merger to generate
$4.3 million in annual expense reductions, with most of the
savings being realized in the first full-year from the date of
closing. This savings level is approximately 6.6 percent of
the companies current combined expense base. The companies
expect one-time, merger-related, charges of $6.4 million
(after-tax) related to staff training, retention and severance;
systems integration; professional fees and other miscellaneous
expenses.

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##### Table of Contents



UNB CORP.

Managements Discussion and Analysis of
Financial Condition


and Results of Operations





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

INTRODUCTION

The following areas of discussion pertain to the
consolidated financial statements of UNB Corp. at
September 30, 2001, compared to December 31, 2000, and
the results of operations for the quarter and year-to-date
periods ending September 30, 2001, compared to the same
periods in 2000. It is the intent of this discussion to provide
the reader with a more thorough understanding of the
consolidated financial statements and supporting schedules, and
should be read in conjunction with those consolidated financial
statements and schedules.

UNB Corp. is not aware of any trends, events, or
uncertainties that might have a material effect on the soundness
of operations; neither is UNB Corp. aware of any proposed
recommendations by regulatory authorities which would have a
similar effect if implemented.

FORWARD LOOKING STATEMENTS

Certain statements contained in this report that
are not historical facts are forward looking statements that are
subject to certain risks and uncertainties. When used herein,
the terms anticipates, plans,
expects, believes, and similar
expressions as they relate to UNB Corp. or its management are
intended to identify such forward looking statements. UNB
Corp.s actual results, performance or achievements may
materially differ from those expressed or implied in the forward
looking statements. Risks and uncertainties that could cause or
contribute to such material differences include, but are not
limited to, general economic conditions, interest rate
environment, competitive conditions in the financial services
industry, changes in law, governmental policies and regulations,
and rapidly changing technology affecting financial services.

FINANCIAL CONDITION

Total assets at September 30, 2001 were
$1,109,850, an increase of $55,903, or 5.3%, from year-end 2000.
Total interest earning assets at September 30, 2001 of
$1,043,583 increased from year-end 2000 by $37,244, or 3.7%.
Highly liquid balances, comprised of cash and cash equivalents,
federal funds sold and interest bearing deposits with banks,
increased by $1,299, or 4.0%, from year-end 2000.

SECURITIES

Balances in the securities and mortgage-backed
securities portfolio increased from 2000 year-end balances
by $2,718, or 2.1%. Within the portfolio, as obligations of U.S.
government agency securities matured they were replaced with
mortgage-backed securities. During the first nine months of
2001, the equity securities in the Parent Company, which were
invested in various bank stocks, were sold and a majority of the
proceeds were reinvested in various equity securities to provide
more diversification within the portfolio.

LOANS

For the first nine months of 2001, total loans
outstanding increased by $34,529, or 4.0%, from year-end 2000.
The aircraft lending area experienced growth of $5,709, or 4.1%,
from 2000 year-end levels. Growth remained slower for the
first nine months of 2001 due to current economic conditions and
lower interest rates causing an increase in refinances. Growth
should remain flat for the remainder of the year due to the
slower economy.

Commercial loan balances increased by $4,214, or
3.8%, from year-end 2000 levels.

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UNB CORP.


Managements Discussion and Analysis of
Financial Condition


and Results of Operations
(continued)






The increase was attributed to increased line of
credit usage. Commercial real estate balances increased by
$19,281, or 15.8%, from year-end balances due to continued
growth in permanent financing opportunities.

Residential real estate balances decreased by
$14,313, or 5.5%, for the nine months ended September 30,
2001. The decrease was the result of lower market rates
increasing the volume of payoffs and refinancings in the
existing portfolio.

Consumer loans increased by $19,638, or 8.2%,
from year-end 2000, with the majority of the increase, $15,508,
within the home equity product, which is being promoted with
lower introductory rates. Direct and indirect installment
lending increased by $4,088, or 2.6%, from year-end 2000 with
the Bank continuing to focus on indirect automobile lending and
not on longer-term fixed rate loans such as boat and
recreational vehicles. Loan activity has been concentrated in
high-end used automobiles, as leasing and manufacturers
financing alternatives have dominated new automobile financing.

OTHER ASSETS

Accrued interest receivable and other assets
increased by $18,405, or 124.7%, from December 31, 2000.
The increase was due to the Bank purchase of $20 million of bank
owned life insurance (BOLI).

LIABILITIES

Total liabilities increased by $48,237, or 4.9%,
from year-end 2000 levels. Deposits, the main component of
liabilities, decreased by $3,707, or 0.4%, from
December 31, 2000. The following table shows deposit
composition and deposit mix between the periods ended
September 30, 2001 and December 31, 2000:

|                                       |  |                    |         |                   |  |   |         | 
|-------------------------------------- |  | ------------------ | ------- | ----------------- |  | - | ------- | 
|                                       |  | September 30, 2001 |         | December 31, 2000
|                                       |  |                    |         |                  
|Non-interest bearing deposits          |  | $                  | 97,634  |                   |  | $ | 108,351 | 
|Interest bearing checking              |  |                    | 80,840  |                   |  |   | 79,894  | 
|Savings                                |  |                    | 267,392 |                   |  |   | 267,486 | 
|Certificates of deposit and other time |  |                    | 378,068 |                   |  |   | 371,910 | 
|                                       |  |                    |         |                   |  |   |         | 
|Total deposits                         |  | $                  | 823,934 |                   |  | $ | 827,641 | 
|                                       |  |                    |         |                   |  |   |         | 

Non-interest bearing deposits at
September 30, 2001 were $10,717, or 9.9% below
2000 year-end levels and interest bearing checking
increased by $946, or 1.2%, from year-end 2000. The reduction in
non-interest bearing deposits was partially regarded as a
seasonal trend, the result of artificially high year-end
balances of commercial customers. Certificates of deposit
generated through the branch network increased by $6,248, or
1.8%, during the first nine months of 2001. Short-term
borrowings, which are comprised of federal funds purchased and
repurchase agreements, declined by $1,041 from December 31,
2000 due to a reduction in federal funds purchased. Other
borrowings increased by $50,450, or 82.5%, primarily due to new
Federal Home Loan Bank advances that were obtained to take
advantage of lower interest rates.

CAPITAL RESOURCES

Total shareholders equity at
September 30, 2001 was $83,594, an increase of $7,666, or
10.1%, from year-end 2000. The increase in shareholders
equity was the result of year-to-date net income of $11,562,
with this increase being partially offset by a reduction of
$3,927 for cash dividends paid.

UNB Corp.s capital ratios at
September 30, 2001 and December 31, 2000 along with
the ratios required for the Corporation to be adequately and
well capitalized under regulatory guidelines were as follows:

15



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##### Table of Contents



UNB CORP.


Managements Discussion and Analysis of
Financial Condition


and Results of Operations
(continued)






|                                       |  |               |       |              |  |                   |      |   |  |  |            | 
|-------------------------------------- |  | ------------- | ----- | ------------ |  | ----------------- | ---- | - |  |  | ---------- | 
|                                       |  |               |       |              |  | Minimum regula-  
|                                       |  |               |       |              |  | tory requirements
|                                       |  | September 30, |       | December 31, |  | for adequately/  
|                                       |  | 2001          |       | 2000         |  | well capitalized 
|                                       |  |               |       |              |  |                  
|Total capital to risk weighted assets  |  |               | 10.12 | %            |  |                   | 9.99 | % |  |  | 8.0%/10.0% | 
|Tier 1 capital to risk weighted assets |  |               | 8.88  | %            |  |                   | 8.64 | % |  |  | 4.0%/ 6.0% | 
|Tier 1 capital to average assets       |  |               | 7.39  | %            |  |                   | 6.97 | % |  |  | 4.0%/ 5.0% | 

All ratios as of September 30, 2001 exceeded
the requirements for a well capitalized financial institution.
At December 31, 2000 all ratios exceeded the requirements
for an adequately capitalized financial institution. The ratio
of equity-to-assets at September 30, 2001 was 7.53% versus
7.20% at December 31, 2000.

For the first nine months of 2001 and 2000, cash
dividends were $0.38 and $0.36 per share, respectively. Cash
dividends paid for the period ended September 30, 2001
represents 34.0% of year-to-date net income.

RESULTS OF OPERATIONS

UNB Corp.s third quarter 2001 net income
was $3,558, or $0.33 per diluted share, compared with $3,607, or
$0.34 per diluted share, for the third quarter of 2000.
Excluding securities losses and merger related expenses, third
quarter 2001 net income was $3,803, or $0.36 per diluted share.
On an operating basis, this represents an increase in earnings
of 5.4% and an increase in diluted earnings per share of 5.9%.
Year-to-date net income of $11,562 was $519, or 4.7%, higher
than the same period in 2000. Excluding securities gains in both
years and merger related expenses in 2001, September 30,
2001 year-to-date net income was $10,949, or $1.03 per
diluted share, compared with $10,388, or $0.98 per diluted
share, for the same period in 2000. This represents an increase
in earnings of 5.4% and an increase in diluted earnings per
share of 5.1%. For the first nine months of 2001 and 2000
pre-tax gains of $1,182 and $1,008, respectively, were
recognized on the sale of equity securities from the Parent
Company portfolio.

Adjusted for the impact of securities losses and
merger related expenses in 2001, return on average assets and
return on average equity for the third quarter of 2001 were
1.38% and 18.09%, respectively, compared with 1.41% and 19.82%,
respectively, for the same period in 2000. On a year-to-date
basis, return on average assets and return on average equity for
2001 were 1.44% and 19.20%, respectively, compared with 1.48%
and 20.68%, respectively, for the same period in 2000. Adjusted
for the impact of securities gains in both years and merger
related expenses in 2001, return on average assets was 1.37% for
2001 versus 1.39% for 2000. Return on average equity was 18.18%
for 2001 compared to 19.45% for 2000.

NET INTEREST INCOME

Net interest income, the Corporations most
significant source of earnings, is the difference between
interest income and related loan fees earned on interest earning
assets and interest expense incurred on interest bearing
liabilities. For this discussion, net interest income is
presented on a fully-taxable equivalent (FTE) basis.
Interest on tax exempt securities and loans is restated on a
fully taxable basis using the tax rate of 35% adjusted for
non-deductible interest expense incurred in the acquisition of
tax-free assets.

For the third quarter and year-to-date periods of
2001, net interest income

16



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UNB CORP.


Managements Discussion and Analysis of
Financial Condition


and Results of Operations
(continued)






increased by $1,211 and $3,209, or 12.7% and
11.4%, respectively, over the same periods in 2000. For the
third quarter of 2001, total interest income decreased by 1.9%,
while interest expense decreased by 14.4% from the same period
in 2000. On a year-to-date basis, total interest income
increased by 3.7% and interest expense decreased by 3.2% from
the same period in 2000. The increase in net interest income was
the result of growth in average interest earning assets of 6.1%
from September 30, 2000 to September 30, 2001 and the
result of the 350 basis point reduction in rates that occurred
in 2001.

NET INTEREST MARGIN

The net interest margin is net interest income
(FTE) divided by average interest earning assets. For the
nine months ended September 30, 2001, the net interest
margin was 4.14%, versus 3.94% for the same period in 2000, an
increase of 20 basis points. Yields on interest earning assets
decreased by 18 basis points, while the cost of interest bearing
liabilities decreased by 49 basis points. Asset yields were
impacted by a decrease in yields in the commercial and aircraft
portfolios. The cost of interest bearing liabilities were
favorably impacted by the 350 basis point reduction in rates
that occurred in 2001. The cost of the Money Market Access
product, which is tied to the three month Treasury rate,
declined 189 basis points and the cost of FHLB advances declined
by 55 basis points. This was partially offset by an increase in
the cost of certificate of deposits due to the rate increases
that occurred throughout 2000.

OTHER INCOME

Other income for the third quarter of 2001 was
$3,837, an increase of 34.9% from the third quarter of 2000.
Excluding securities losses taken in the third quarter of 2001,
other income in the third quarter of 2001 increased from the
same period in 2000 by $1,131, or 39.8%. On a year-to-date
basis, other income as of September 30, 2001 was $11,740,
an increase of 20.5% from the same period in 2000. Excluding
securities gains of $1,182 and $1,008 taken in 2001 and 2000,
respectively, other income increased by $1,824, or 20.9%, from
the same period in 2000.

Service charges on deposits increased by $73, or
10.4%, during the third quarter of 2001 and by $210, or 10.3%,
during the nine month period ended September 30, 2001 from
the same periods in 2000. The increase was mainly attributed to
an increase in service charges that was effective
February 1, 2001. On a year-to-date basis, Trust Department
earnings were $3,915, a decrease of $247, or 5.9%, from the same
period in 2000, due to the decline in the stock market since
fees are tied to asset value. Gains on loans sold in the
secondary market increased by $179, or 232.5%, during the third
quarter of 2001 and by $594, or 371.3%, during the nine month
period ended September 30, 2001 from the same periods in
2000. The increase was due to declining interest rates
increasing the volume of fixed rate mortgage loans originated
and sold in 2001 compared to 2000. For the third quarter 2001,
other operating income increased by $1,024, or 148.6%, from the
same period in 2000. On a year-to-date basis, other operating
income increased by $1,267, or 53.4%, from the same period in
2000. Within other operating income, a gain of $490 was
recognized on the sale of other real estate owned that had been
acquired through foreclosure. Also, within other operating
income, income from bank owned life insurance increased by $537,
letter of credit commitment fees increased by $206, and
financial planning fees increased by $113, while loan brokerage
income on non-conforming mortgage and aircraft loans declined by
$222. The increase in letter of credit commitment fees was
mainly attributed to a fee received on a purchased participation
for a commercial letter of credit. The decline in brokerage
income was mainly due to loans that were previously considered
non-conforming and which generated the brokerage income are now
being sold to FNMA and FHLMC as conforming which is reflected as
gain on sale of loans and due to a decline in aircraft loans
sold.

17



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##### Table of Contents



UNB CORP.


Managements Discussion and Analysis of
Financial Condition


and Results of Operations
(continued)






OTHER EXPENSES

Other expenses for the third quarter were $8,578,
an increase of $1,889, or 28.2%, from the same period in 2000.
On a year-to-date basis, other expenses were $24,007, an
increase of $3,430, or 16.7%, from the same period in 2000.
Salary, wages and benefits increased by $1,122, or 36.0%, during
the third quarter of 2001 and by $2,295, or 23.6%, during the
nine month period ended September 30, 2001 from the same
periods in 2000. The increase was due to annual merit increases,
increased pension and incentive compensation expense accruals
and increased expenses related to recognition of previously
deferred loan origination costs. The increase in deferred FASB91
costs is due to lower interest rates increasing payoffs within
the aircraft portfolio.

Occupancy expense for the nine months ended
September 30, 2001 increased by $64, or 4.9% from the same
period in 2000. The increase is mainly due to an increase in
rent expense from the opening of two new branches.

Derivative instruments and hedging activity
expense of $427 was recognized for the nine month period ended
September 30, 2001, for the change in the fair value of the
swap since adoption of FAS 133 on January 1, 2001.

Other operating expenses for the nine month
period ended September 30, 2001 was $7,335, an increase of
$744, or 11.3%, from the same period in 2000. Excluding merger
related expenses of $156, other operating expenses increased by
$588, or 8.9%, from the same period in 2000. During the third
quarter of 2001, $240 was accrued for impairment of assets based
on the decision to consolidate three in-store branches in late
2001 and $200 was contributed to the Charitable Trust for future
obligations arising from donations. Other categories with
increases included investor relations expense, legal and
consulting expense. Investor relations expense reflects an
increase resulting from the Corporation promoting the awareness
of its stock. Legal and consulting expenses increased mainly due
to the non-recurring expenses related to the establishment of
United Portfolio Management, Inc. and the bank owned life
insurance policies. These increases were partially offset by
reductions in Ohio Franchise tax expense and marketing expenses.
Marketing expenses were lower in 2001 since there were increased
expenses in 2000 due to special promotions for the grand opening
of two new branches.

The Bank resolved the legal proceedings and
disposed of the environmentally contaminated seven and one half
acre parcel of real estate acquired through foreclosure. The
property is located in the northwest quadrant of Stark County.
On July 31, 2001, the property was sold resulting in a gain
of $490 that was recognized in the third quarter 2001.

ALLOWANCE FOR LOAN LOSSES

The allowance for loan loss is maintained at
levels considered sufficient to absorb probable losses in the
loan portfolio. The amount of the provision for loan losses
charged to expense is the amount necessary, in the opinion of
management, to maintain the balance in the allowance for loan
losses at an adequate level. Management reviews the amount of
provision for loan losses charged to earnings based on its
evaluation of the loan portfolios credit quality, the
adequacy of the allowance for loan losses under current economic
conditions and current and anticipated loan growth. Due to
improved underwriting, early detection systems and increased
collection efforts, the ratio of net charge-offs to average
loans outstanding for September 30, 2001 remained at a very
low level of 0.14%.

The provision for loan losses for the first nine
months of 2001 was $1,563, an increase of $1,065 from the same
period in 2000. The increase in the provision

18



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##### Table of Contents



UNB CORP.


Managements Discussion and Analysis of
Financial Condition


and Results of Operations
(continued)






for loan losses was due to an increase in net
charge-offs of 16.1% from September 30, 2000 to
September 30, 2001. In addition, management remains
concerned due to the expectations of a slower economy and of the
national trends indicating increased consumer bankruptcies and
foreclosures. At September 30, 2001, the allowance for loan
losses as a percentage of loans outstanding was 1.45% compared
to 1.46% at December 31, 2000.

Net charge-offs for the period ending
September 30, 2001 were 0.14% compared to 0.13% for the
same period in 2000. A detailed analysis of the allowance for
loan losses for the nine months ended September 30, 2001
and September 30, 2000, follows:

|                                                                                        |                         |                                     |                   |      |       |       |         |   |       |       | 
|--------------------------------------------------------------------------------------- | ----------------------- | ----------------------------------- | ----------------- | ---- | ----- | ----- | ------- | - | ----- | ----- | 
|                                                                                        |                         | 2001                                |                   | 2000
|                                                                                        |                         |                                     |                   |     
|Balance at January 1,                                                                   |                         | $                                   | 12,760            |      |       | $     | 13,174  |  
|                                                                                        | Charge-Offs (Domestic): |                                     |                   |      |       |       |         |   |      
|                                                                                        |                         | Commercial, Financial, Agricultural |                   |      | 366   |       |         |   | 466   |      
|                                                                                        |                         | Real Estate  Commercial            |                   |      |      |       |         |   |      |      
|                                                                                        |                         | Real Estate  Residential           |                   |      | 20    |       |         |   | 8     |      
|                                                                                        |                         | Aircraft                            |                   |      |      |       |         |   |      |      
|                                                                                        |                         | Consumer Loans                      |                   |      | 1,629 |       |         |   | 1,215 |      
|                                                                                        |                         |                                     |                   |      |       |       |         |  
|                                                                                        |                         |                                     | Total Charge-Offs |      |       | 2,015 |         |   |       | 1,689 | 
|                                                                                        |                         |                                     |                   |      |       |       |         |  
|                                                                                        | Recoveries (Domestic):  |                                     |                   |      |       |       |         |   |      
|                                                                                        |                         | Commercial, Financial, Agricultural |                   |      | 85    |       |         |   | 126   |      
|                                                                                        |                         | Real Estate  Commercial            |                   |      |      |       |         |   |      |      
|                                                                                        |                         | Real Estate  Residential           |                   |      | 1     |       |         |   |      |      
|                                                                                        |                         | Aircraft                            |                   |      |      |       |         |   |      |      
|                                                                                        |                         | Consumer Loans                      |                   |      | 706   |       |         |   | 510   |      
|                                                                                        |                         |                                     |                   |      |       |       |         |  
|                                                                                        |                         |                                     | Total Recoveries  |      |       | 792   |         |   |       | 636   | 
|                                                                                        |                         |                                     |                   |      |       |       |         |  
|Net Charge-Offs                                                                         |                         |                                     | 1,223             |      |       |       | 1,053   |  
|                                                                                        |                         |                                     |                   |      |       |       |         |  
|Provision for loan losses                                                               |                         |                                     | 1,563             |      |       |       | 498     |  
|Balance at September 30,                                                                |                         |                                     | $13,100           |      |       |       | $12,619 |  
|Ratio of year-to-date net charge-offs to
        year-to-date average loans outstanding |                         |                                     | 0.14              | %    |       |       | 0.13    | %
|                                                                                        |                         |                                     |                   |      |       |       |         |  
|Allowance as a percentage of total loans                                                |                         |                                     | 1.45              | %    |       |       | 1.47    | %
|                                                                                        |                         |                                     |                   |      |       |       |         |  

ASSET QUALITY

At September 30, 2001, impaired loans were
$5,042, an increase of $1,183 from December 31, 2000. The
increase in impaired loans was mainly due to the downgrading of
an aircraft borrower, which represents 53.5% of the total
impaired loans. The amount of allowance allocated to impaired
loans increased from $909 at December 31, 2000 to $1,264 at
September 30, 2001. Nonperforming assets, which include
non-accrual loans, accruing loans past due 90 days or more,
restructured loans and other assets owned were $4,969 at
September 30, 2001 compared to $3,538 at December 31,
2000, an increase of $1,431. The following table presents the
amounts of nonperforming assets and pertinent ratios as of the
dates indicated:

19



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##### Table of Contents



UNB CORP.


Managements Discussion and Analysis of
Financial Condition


and Results of Operations
(continued)






|                                                                                         |  |               |       |              |  |               |       |   |  |   |       |  
|---------------------------------------------------------------------------------------- |  | ------------- | ----- | ------------ |  | ------------- | ----- | - |  | - | ----- | -
|                                                                                         |  | September 30, |       | December 31, |  | September 30,
|                                                                                         |  | 2001          |       | 2000         |  | 2000         
|                                                                                         |  |               |       |              |  |              
|Non-accrual loans                                                                        |  | $             | 4,756 |              |  | $             | 2,945 |   |  | $ | 1,419 |  
|Accruing loans past due 90 days or more                                                  |  |               | 173   |              |  |               | 196   |   |  |   | 144   |  
|Restructured loans                                                                       |  |               |      |              |  |               | 3     |   |  |   | 8     |  
|Other assets owned                                                                       |  |               | 40    |              |  |               | 394   |   |  |   | 360   |  
|                                                                                         |  |               |       |              |  |               |       |   |  |   |       |  
|Total nonperforming assets                                                               |  | $             | 4,969 |              |  | $             | 3,538 |   |  | $ | 1,931 |  
|                                                                                         |  |               |       |              |  |               |       |   |  |   |       |  
|Total nonperforming assets as a percentage of
        total loans and other assets owned |  |               | 0.55  | %            |  |               | 0.41  | % |  |   | 0.22  | %

The ratio of nonperforming loans to total loans
outstanding at September 30, 2001 of 0.55% is a fourteen
basis point increase from year-end 2000. This ratio compares
favorably to the ratio for the Corporations peers, all
bank holding companies with consolidated assets between
$1 billion and $3 billion, which stands at 0.72% at
June 30, 2001, the most current data available.

LIQUIDITY

Management ensures the liquidity position of the
Corporation is adequate to meet the credit needs and cash
demands of its borrowers and depositors in a timely and
cost-effective manner. Principal sources of liquidity for the
Corporation are cash and cash equivalents, federal funds sold
and the cash flows provided by maturities and amortizations in
the loan and securities portfolios. Total cash, federal funds
sold, interest bearing deposits with banks and securities
available for sale of $163,926 represented 14.8% of total assets
at September 30, 2001. Of the securities available for
sale, $20,387 were held in U.S. Treasury and Agency securities,
40.6% of which mature within one year. Approximately $112,368 of
total Corporate securities were pledged as collateral to secure
public fund deposits, sweep or term repurchase agreements or
other obligations. The Corporations ability to raise funds
in the market place is provided by the Banks branch
network, in addition to the availability of Federal Home Loan
Bank (FHLB) advance borrowings, brokered deposits, Federal
funds purchased and securities sold under agreement to
repurchase.

The liquidity needs of the Parent Company,
primarily cash dividends, treasury stock purchases and vendor
and tax payments, are met through cash, securities in the Parent
Company, dividends from the Bank and borrowings from a third
party financial institution.

20



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##### Table of Contents



UNB CORP.




CONSOLIDATED AVERAGE BALANCE SHEETS


|                                              |                                        |                                |                            |                                                    |         |             |           |             |         |           |           |         |         |           |           |         |         |         |         | 
|--------------------------------------------- | -------------------------------------- | ------------------------------ | -------------------------- | -------------------------------------------------- | ------- | ----------- | --------- | ----------- | ------- | --------- | --------- | ------- | ------- | --------- | --------- | ------- | ------- | ------- | ------- | 
|                                              |                                        | 3rd Qtr                        |                            | 3rd Qtr                                            |         | 3rd Qtr YTD |           | 3rd Qtr YTD
|(In thousands)                                |                                        | 2001                           |                            | 2000                                               |         | 2001        |           | 2000       
|                                              |                                        |                                |                            |                                                    |         |             |           |            
|ASSETS                                        |                                        |                                |                            |                                                    |         |             |           |             |         |           |           |         |         |           |           |        
|Cash and cash equivalents                     |                                        | $                              | 28,216                     |                                                    |         | $           | 25,375    |             |         | $         | 28,265    |         |         | $         | 26,888    |        
|Federal funds sold                            |                                        |                                | 2,738                      |                                                    |         |             | 8,782     |             |         |           | 2,698     |         |         |           | 11,144    |        
|Interest bearing deposits with banks          |                                        |                                | 292                        |                                                    |         |             | 2,145     |             |         |           | 836       |         |         |           | 754       |        
|Securities, net                               |                                        |                                | 31,577                     |                                                    |         |             | 41,303    |             |         |           | 39,166    |         |         |           | 43,601    |        
|Mortgage-backed securities                    |                                        |                                | 96,131                     |                                                    |         |             | 79,324    |             |         |           | 86,705    |         |         |           | 80,770    |        
|Loans originated and held for sale            |                                        |                                | 3,432                      |                                                    |         |             | 1,664     |             |         |           | 3,577     |         |         |           | 1,033     |        
|Loans:                                        |                                        |                                |                            |                                                    |         |             |           |             |         |           |           |         |         |           |           |        
|                                              | Commercial, financial and agricultural |                                |                            | 112,901                                            |         |             |           | 113,136     |         |           |           | 112,335 |         |           |           | 110,027 |        
|                                              | Aircraft                               |                                |                            | 141,674                                            |         |             |           | 132,867     |         |           |           | 142,046 |         |           |           | 129,172 |        
|                                              | Commercial real estate                 |                                |                            | 138,415                                            |         |             |           | 109,224     |         |           |           | 129,980 |         |           |           | 104,940 |        
|                                              | Residential real estate                |                                |                            | 245,432                                            |         |             |           | 252,752     |         |           |           | 251,272 |         |           |           | 244,594 |        
|                                              | Consumer                               |                                |                            | 256,441                                            |         |             |           | 236,634     |         |           |           | 248,049 |         |           |           | 232,020 |        
|                                              |                                        |                                |                            |                                                    |         |             |           |             |         |           |           |         |         |           |           |        
|                                              |                                        | Total loans                    |                            |                                                    | 894,863 |             |           |             | 844,613 |           |           |         | 883,682 |           |           |         | 820,753 |        
|                                              |                                        | Less allowance for loan losses |                            |                                                    | (12,965 | )           |           |             | (12,764 | )         |           |         | (12,932 | )         |           |         | 10,897  |        
|                                              |                                        |                                |                            |                                                    |         |             |           |             |         |           |           |         |         |           |           |        
|                                              |                                        |                                | Net loans                  |                                                    |         | 881,898     |           |             |         | 831,849   |           |         |         | 870,750   |           |         |         | 807,857 |        
|Premises and equipment, net                   |                                        |                                | 10,955                     |                                                    |         |             | 11,055    |             |         |           | 10,994    |         |         |           | 10,897    |        
|Intangible assets                             |                                        |                                | 2,290                      |                                                    |         |             | 2,752     |             |         |           | 2,268     |         |         |           | 2,976     |        
|Accrued interest receivable and other assets  |                                        |                                | 32,987                     |                                                    |         |             | 12,224    |             |         |           | 25,314    |         |         |           | 11,888    |        
|                                              |                                        |                                |                            |                                                    |         |             |           |             |         |           |           |         |         |           |           |        
|                                              |                                        |                                | Total Assets               |                                                    | $       | 1,090,516   |           |             | $       | 1,016,473 |           |         | $       | 1,070,573 |           |         | $       | 997,808 |        
|                                              |                                        |                                |                            |                                                    |         |             |           |             |         |           |           |         |         |           |           |        
|LIABILITIES                                   |                                        |                                |                            |                                                    |         |             |           |             |         |           |           |         |         |           |           |        
|Deposits:                                     |                                        |                                |                            |                                                    |         |             |           |             |         |           |           |         |         |           |           |        
|                                              |                                        | Noninterest bearing deposits   |                            | $                                                  | 98,771  |             |           | $           | 96,566  |           |           | $       | 99,375  |           |           | $       | 95,935  |        
|                                              |                                        | Interest bearing deposits      |                            |                                                    | 711,963 |             |           |             | 719,596 |           |           |         | 715,022 |           |           |         | 703,033 |        
|                                              |                                        |                                |                            |                                                    |         |             |           |             |         |           |           |         |         |           |           |        
|                                              |                                        |                                | Total deposits             |                                                    |         | 810,734     |           |             |         | 816,162   |           |         |         | 814,397   |           |         |         | 798,968 |        
|Short-term borrowings                         |                                        |                                | 75,536                     |                                                    |         |             | 68,598    |             |         |           | 73,091    |         |         |           | 68,825    |        
|Other borrowings                              |                                        |                                | 111,910                    |                                                    |         |             | 52,047    |             |         |           | 94,143    |         |         |           | 51,284    |        
|Accrued taxes, expenses and other liabilities |                                        |                                | 8,938                      |                                                    |         |             | 7,466     |             |         |           | 8,439     |         |         |           | 7,404     |        
|                                              |                                        |                                |                            |                                                    |         |             |           |             |         |           |           |         |         |           |           |        
|                                              |                                        |                                | Total Liabilities          |                                                    |         | 1,007,118   |           |             |         | 944,273   |           |         |         | 990,070   |           |         |         | 926,481 |        
|SHAREHOLDERS EQUITY                          |                                        |                                |                            |                                                    |         |             |           |             |         |           |           |         |         |           |           |        
|Common stock                                  |                                        |                                | 11,646                     |                                                    |         |             | 11,646    |             |         |           | 11,646    |         |         |           | 11,646    |        
|Paid-in capital                               |                                        |                                | 28,967                     |                                                    |         |             | 29,002    |             |         |           | 28,945    |         |         |           | 29,006    |        
|Retained earnings                             |                                        |                                | 63,826                     |                                                    |         |             | 53,630    |             |         |           | 61,366    |         |         |           | 51,066    |        
|Treasury stock                                |                                        |                                | (21,510                    | )                                                  |         |             | (21,771   | )           |         |           | (21,750   | )       |         |           | (20,462   | )      
|Accumulated other comprehensive income        |                                        |                                | 469                        |                                                    |         |             | (307      | )           |         |           | 296       |         |         |           | 71        |        
|                                              |                                        |                                |                            |                                                    |         |             |           |             |         |           |           |         |         |           |           |        
|                                              |                                        |                                | Total Shareholders Equity |                                                    |         | 83,398      |           |             |         | 72,200    |           |         |         | 80,503    |           |         |         | 71,327  |        
|                                              |                                        |                                |                            |                                                    |         |             |           |             |         |           |           |         |         |           |           |        
|                                              |                                        |                                |                            | Total Liabilities and Shareholders
        Equity |         | $           | 1,090,516 |             |         | $         | 1,016,473 |         |         | $         | 1,070,573 |         |         | $       | 997,808 | 
|                                              |                                        |                                |                            |                                                    |         |             |           |             |         |           |           |         |         |           |           |        

See Notes to the Consolidated Financial Statements

21



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##### Table of Contents



UNB CORP.

Quantitative and Qualitative Disclosures About
Market Risk





Item 3. Quantitative and Qualitative
Disclosures About Market Risk

MARKET RISK

In the normal course of business, the Corporation
is exposed to interest rate risk caused by the differences in
cash flows and repricing characteristics that occur in various
assets and liabilities as a result of changes in interest rates.
The asset and liability management process is designed to
measure and manage that risk to maintain consistent levels of
net interest income and net present value of equity under any
interest rate scenario.

The Corporation uses a dynamic computer model to
generate earnings simulations, duration and net present value
forecasts and gap analyses, each of which measures interest rate
risk from a different perspective. The model incorporates a
large number of assumptions, including the absolute level of
future interest rates, the slope of the yield curve, various
spread relationships, prepayment speeds, repricing
opportunities, cash flow characteristics of instruments without
contractual maturity dates and changes in the volumes of
multiple loan, investment and deposit categories. Management
believes that individually and in the aggregate these
assumptions are reasonable, but the complexity of the simulation
modeling process results in a sophisticated estimate, not a
precise calculation of exposure.

One of the most significant assumptions is the
assignment of deposit balances without a stated maturity date to
specific time frames. Since these deposits are subject to
withdrawal on demand, and have rates that can be changed at any
time, they could be considered immediately repriceable and
assigned to the shortest maturity, resulting in a significant
level of liability sensitivity. However, actual practice
indicates that balances are withdrawn and replaced over a much
longer time frame, and rates are modified less frequently and in
smaller increments than changes which occur in financial market
rates. The Corporation uses a statistical analysis of historical
deposit behavior to derive appropriate distributions of deposit
balances over the simulation time horizon.

The model then applies a predetermined immediate
parallel increase or decrease in the level of interest rates to
forecast the impact on both net interest income and capital one
year forward. While this methodology provides a comprehensive
appraisal of interest rate risk, it is not necessarily
indicative of actual or expected financial performance. Changes
in interest rates that affect the entire yield curve equally at
a single point in time are not typical. The residential mortgage
prepayment assumptions are based on industry medians and could
differ from the Corporations actual results due to
non-financial prepayment incentives and other local factors. The
behavior of depositors is based on an analysis of historical
changes in balances and might not fully reflect current
attitudes toward other investment alternatives. Moreover, the
model does not include any interim changes in strategy the
Corporation might instate in response to shifts in interest
rates.

At September 30, 2001, assuming an
immediate, parallel 200 basis point shift in market yields, the
Corporations net interest income for the next twelve
months was calculated to increase by approximately 11.45% if
rates fell and decrease by 11.97% if rates rose. The net present
value of equity is defined as the difference between the present
value of the Corporations assets and liabilities. In
general, the present value of fixed rate financial instruments
declines as market rate increase and increases as rates fall.
Using the yield scenario defined above, the net present value of
equity was forecasted to decline by 19.98% in a rising rate
environment and to rise by 25.96% in a falling rate scenario.
Both the forecasted change in net interest income and the
present value of equity increased significantly from the
previous quarter as the overall level

22



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##### Table of Contents



UNB CORP.


Quantitative and Qualitative Disclosures About
Market Risk (continued)






of rates has decreased. In several categories of
liabilities, a rate decrease of 200 basis points resulted in a
discount rate of 0% or less, so artificial floors of .1% were
established. The duration of total assets was 61 months,
compared to a duration of total liabilities of 30 months,
indicating that liabilities will both reprice faster than assets
and change in value by a smaller amount than the assets over a
similar time frame.

Interest rate risk can be managed by using a
variety of techniques, including selling existing assets or
repaying liabilities, pricing loans and deposits to attract
preferred maturities and developing alternative sources of
funding or structuring new products to hedge existing exposures.
In addition to these balance sheet strategies, the Corporation
can also use derivative financial instruments such as interest
rate swaps, caps, and floors to minimize the potential impact of
adverse changes in interest rates. During the third quarter, the
Corporation renewed $15,000 in advances from the Federal Home
Loan Bank, and extended the maturity from four months to an
average of 54 months, and issued $10,000 in national market
certificates of deposits with a maturity of three years. During
the fourth quarter, the Corporation will continue to lengthen
the duration of its liabilities to minimize the effect of rising
rates on future net interest income.

The Corporation has a pay-fixed amortizing
interest rate swap executed in 1998 as a hedge against fixed
rate mortgages held in the portfolio. The net cash flows and
market value of the swap move inversely with those of the fixed
rate loans in the portfolio, which reduces the
Corporations exposure to changing interest rates. If rates
rise, the Corporation receives net cash flows from the swap
which compensates for the opportunity loss of holding an asset
with a below market yield. Alternatively, the increase in the
market value of the swaps would balance the loss on the mortgage
loans if the loans were sold. If rates fall, the net cash flows
given up are offset by the increased value of assets with an
above market yield. The gain that would be realized on the sale
of the loans would counteract the loss on the termination of the
interest rate swap. At the end of September, the swap had a net
loss of $448 on outstanding notional principal of $11,043.

23



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##### Table of Contents



UNB CORP.




Part II OTHER INFORMATION





Item 1  Legal
Proceedings

The nature of UNB Corp.s business results
in a certain amount of litigation. Accordingly, the Corporation
and its subsidiaries are subject to various pending and
threatened lawsuits in which claims for monetary damages are
asserted in the ordinary course of business. While any
litigation involves an element of uncertainty, in the opinion of
management, liabilities, if any, arising from such litigation or
threat thereof will not have a material effect on the
Corporation.




Item 2  Changes in Securities
and Use of Proceeds

Not applicable.




Item 3  Defaults Upon Senior
Securities

Not applicable.




Item 4  Submission of Matters
to a Vote of Security Holders

During the quarter ended September 30, 2001,
there were no matters submitted to a vote of shareholders.




Item 5  Other
Information

Not applicable.




Item 6  Exhibits and Reports
on Form 8-K

|           |      |         |  |                                                                                                                                                                                                                                                                                                                      
|---------- | ---- | ------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|A. Exhibit |      |        
|Number     |      | Exhibit
|           |      |        
|           | 10.t |         |  | Schedule of Certain Officers who are parties to
        the United National Bank & Trust Co. Salary Continuation
        Agreement entered into as of May 1, 2001 incorporated
        herein by reference to Exhibit 10.5 to Form S-4 filed
        with the Securities and Exchange Commission on October 15, 2001
|           | 10.u |         |  | United National Bank & Trust Co. Salary
        Continuation Agreement Schedule A for Roger L. Mann entered
        into as of May 1, 2001  incorporated herein by
        reference to Exhibit  10.6 to Form S-4 filed with the
        Securities and Exchange Commission on October 15, 2001                     
|           | 10.v |         |  | United National Bank & Trust Co. Salary
        Continuation Agreement Schedule A for James J. Pennetti
        entered into as of May 1, 2001 incorporated herein by
        reference to Exhibit 10.7 to Form S-4 filed with the
        Securities and Exchange Commission on October 15, 2001                   
|           | 10.w |         |  | United National Bank & Trust Co. Salary
        Continuation Agreement Schedule A for Leo E. Doyle entered
        into as of May 1, 2001 incorporated herein by
        reference to Exhibit  10.8 to Form S-4 filed with the
        Securities and Exchange Commission on October 15, 2001                       
|           | 10.x |         |  | United National Bank & Trust Co. Salary
        Continuation Agreement Schedule A for Scott E. Dodds
        entered into as of May 1, 2001 incorporated herein by
        reference to Exhibit  10.9 to Form S-4 filed with the
        Securities and Exchange Commission on October 15, 2001                     

24



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##### Table of Contents



UNB CORP.


Part II OTHER INFORMATION
(continued)






|           |       |         |  |                                                                                                                                                                                                     
|---------- | ----- | ------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|A. Exhibit |       |        
|Number     |       | Exhibit
|           |       |        
|           | 10.y  |         |  | Schedule of Certain Officers who are parties to
        the United National Bank & Trust Co. Split Dollar Agreement
        for Salary Continuation Agreement entered into as of May 1,
        2001
|           | 10.z  |         |  | Key Man Split Dollar Agreement with Roger L.
        Mann, Chief Executive Officer, dated July 18, 2001                                                                                             
|           | 10.aa |         |  | United National Bank & Trust Co. Group Term
        Carve Out Plan, dated as of May 1, 2001                                                                                                         

B.  Reports  Form 8-K 
During the third quarter of 2001 the Registrant filed one report
on Form 8-K. This report, filed September 5, 2001,
disclosed the transaction in which UNB Corp. and BancFirst Ohio
Corp., entered into an Agreement of Merger and Plan of
Reorganization, pursuant to which BancFirst will be merged with
and into UNB Corp. as the surviving corporation. Additionally,
BancFirsts banking subsidiary, The First National Bank of
Zanesville, will be merged with and into UNB Corp.s
banking subsidiary, The United National Bank & Trust Co.




SIGNATURES

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

|                      |  |                                                                                                   
|--------------------- |  | --------------------------------------------------------------------------------------------------
|                      |  | UNB CORP.(Registrant)                                                                             
|                     
|Date November 1, 2001 |  | /s/ James J. Pennetti                                                                             
|                      |  |                                                                                                   
|                      |  | James J. Pennetti
        (Duly authorized officer and
        Chief Financial Officer, UNB Corp.)

25