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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 Quarter Ended March 31, 2003                              
|                                                              
|o                                                              | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF SECURITIES EXCHANGE ACT OF 1934   
|                                                               |                                                                                         
|Commission File Number 000-24147                              
|                                                              
|KILLBUCK BANCSHARES, INC.                                     
|(Exact name of registrant as specified in its Charter)        
|                                                               |                                                                                         
|OHIO                                                           |                                                                                         
|                                                               |                                                                                         
|(State or other jurisdiction of incorporation or organization) |                                                                                         
|                                                               |                                                                                         
|165 N. Main Street, Killbuck, OH 44637                        
|                                                              
|(Address of principal executive offices and zip code)         
|                                                              
|(330) 276-2771                                                
|                                                              
|(Registrants telephone number, including area code)          
|                                                               |                                                                                         

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

|Yes x | No o
|----- | ----

Indicate by check mark whether the
registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2).

|Yes o | No x
|----- | ----

The aggregate market value of the
voting stock held by nonaffiliates of the registrant, calculated by reference to the stock valuation done on Killbuck Bancshares, Inc. common stock as of December 31, 2002 was $61,536,891 and was $62,544,200 as of March 31, 2003 (Registrant has
assumed that all of its executive officers and directors are affiliates.  Such assumption shall not be deemed to be conclusive for any other purpose):

State the number of shares outstanding
for each of the issuers classes of common equity as of the latest practicable date:

Class:  Common Stock, no par value
          Outstanding at April 30, 2003:  677,026

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KILLBUCK BANCSHARES, INC. Index

|                              |  |                                                                                                       |  | Page Number
|----------------------------- |  | ----------------------------------------------------------------------------------------------------- |  | -----------
|                              |  |                                                                                                       |  |            
|PART I. FINANCIAL INFORMATION |  |                                                                                                      
|Item 1.                       |  | Financial Statements (Unaudited):                                                                     |  |            
|                              |  |                                                                                                       |  |            
|                              |  | Consolidated Balance Sheet as of March 31, 2003 and December 31, 2002                                 |  | 3          
|                              |  |                                                                                                       |  |            
|                              |  | Consolidated Statements of Income for the  three months ended March 31, 2003 and 2002                 |  | 4          
|                              |  |                                                                                                       |  |            
|                              |  | Consolidated Statements of Changes In Shareholders Equity  for the three months ended March 31, 2003 |  | 5          
|                              |  |                                                                                                       |  |            
|                              |  | Consolidated Statements of Cash Flows for the  three months ended March 31, 2003 and 2002             |  | 6          
|                              |  |                                                                                                       |  |            
|                              |  | Notes to Unaudited Consolidated Financial Statements                                                  |  | 7-9        
|                              |  |                                                                                                       |  |            
|Item 2.                       |  | Managements Discussion and Analysis of Financial Condition and Results of Operations                 |  | 10-16      
|                              |  |                                                                                                       |  |            
|Item 3.                       |  | Quantitative and Qualitative Disclosures About Market Risk                                            |  | 17-18      
|                              |  |                                                                                                       |  |            
|Item 4.                       |  | Controls and Procedures                                                                               |  | 19         
|                              |  |                                                                                                      
|PART II.
OTHER INFORMATION    |  |                                                                                                      
|Item 1.                       |  | Legal Proceedings                                                                                     |  | 20         
|                              |  |                                                                                                       |  |            
|Item 2.                       |  | Changes in Securities                                                                                 |  | 20         
|                              |  |                                                                                                       |  |            
|Item 3.                       |  | Default Upon Senior Securities                                                                        |  | 20         
|                              |  |                                                                                                       |  |            
|Item 4.                       |  | Submissions of Matters to a Vote of Security Holders                                                  |  | 20         
|                              |  |                                                                                                       |  |            
|Item 5.                       |  | Other Information                                                                                     |  | 20         
|                              |  |                                                                                                       |  |            
|Item 6.                       |  | Exhibits and Reports on Form 8-K                                                                      |  | 20         
|                              |  |                                                                                                      
|SIGNATURES                    |  | 21                                                                                                   
|                              |  |                                                                                                      
|SECTION 302 CERTIFICATION     |  | 22                                                                                                   

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Killbuck Bancshares, Inc. CONSOLIDATED BALANCE SHEET (UNAUDITED)

|                                                                          |  | March 31, 2003 |             | December 31, 2002 |  
|------------------------------------------------------------------------- |  | -------------- | ----------- | ----------------- | -
|                                                                          |  |                |             |                   |  
|ASSETS                                                                    |  |                |             |                   |  
|Cash and cash equivalents:                                                |  |                |             |                   |  
|Cash and amounts due from depository institutions                         |  | $              | 7,870,670   |                   | $
|Federal funds sold                                                        |  |                | 11,500,000  |                   |  
|                                                                          |  |                |             |                   |  
|Total cash and cash equivalents                                           |  |                | 19,370,670  |                   |  
|                                                                          |  |                |             |                   |  
|Investment securities:                                                    |  |                |             |                   |  
|Securities available for sale                                             |  |                | 35,866,869  |                   |  
|Securities held to maturity (market value of $44,324,480 and $44,201,169) |  |                | 41,773,821  |                   |  
|                                                                          |  |                |             |                   |  
|Total investment securities                                               |  |                | 77,640,690  |                   |  
|                                                                          |  |                |             |                   |  
|Loans (net of allowance for loan losses of $2,444,187 and $2,325,560)     |  |                | 175,289,163 |                   |  
|Loans held for sale                                                       |  |                | 632,950     |                   |  
|Premises and equipment, net                                               |  |                | 5,099,486   |                   |  
|Accrued interest receivable                                               |  |                | 1,704,631   |                   |  
|Goodwill, net                                                             |  |                | 1,329,249   |                   |  
|Other assets                                                              |  |                | 1,876,842   |                   |  
|                                                                          |  |                |             |                   |  
|Total assets                                                              |  | $              | 282,943,681 |                   | $
|                                                                          |  |                |             |                   |  
|LIABILITIES                                                               |  |                |             |                   |  
|Deposits:                                                                 |  |                |             |                   |  
|Noninterest bearing demand                                                |  | $              | 35,116,617  |                   | $
|Interest bearing demand                                                   |  |                | 32,538,983  |                   |  
|Money market                                                              |  |                | 16,636,039  |                   |  
|Savings                                                                   |  |                | 41,756,466  |                   |  
|Time                                                                      |  |                | 113,673,527 |                   |  
|                                                                          |  |                |             |                   |  
|Total deposits                                                            |  |                | 239,721,632 |                   |  
|Federal Home Loan Bank advances                                           |  |                | 4,044,204   |                   |  
|Short-term borrowings                                                     |  |                | 3,835,000   |                   |  
|Accrued interest and other liabilities                                    |  |                | 814,127     |                   |  
|                                                                          |  |                |             |                   |  
|Total liabilities                                                         |  |                | 248,414,963 |                   |  
|                                                                          |  |                |             |                   |  
|SHAREHOLDERS EQUITY                                                      |  |                |             |                   |  
|Common stock  No par value: 1,000,000 shares authorized, 718,431 issued  |  |                | 8,846,670   |                   |  
|Retained earnings                                                         |  |                | 28,214,493  |                   |  
|Accumulated other comprehensive income                                    |  |                | 401,547     |                   |  
|Treasury stock, at cost (41,405 and 34,771 shares)                        |  |                | (2,933,992  | )                 |  
|                                                                          |  |                |             |                   |  
|Total shareholders equity                                                |  |                | 34,528,718  |                   |  
|                                                                          |  |                |             |                   |  
|Total liabilities and shareholders equity                                |  | $              | 282,943,681 |                   | $
|                                                                          |  |                |             |                   |  

See accompanying notes to the unaudited consolidated financial statements.

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Killbuck Bancshares, Inc. and Subsidiary CONSOLIDATED STATEMENT OF INCOME (UNAUDITED)

|                                                   |  | Three Months Ended March 31, |          
|-------------------------------------------------- |  | ---------------------------- | ---------
|                                                   |  |                              |          
|                                                   |  | 2003                         |          
|                                                   |  |                              |          
|INTEREST INCOME                                    |  |                              |          
|Interest and fees on loans                         |  | $                            | 2,737,444
|Federal funds sold                                 |  |                              | 35,196   
|Investment securities:                             |  |                              |          
|Taxable                                            |  |                              | 410,666  
|Exempt from federal income tax                     |  |                              | 453,497  
|                                                   |  |                              |          
|Total interest income                              |  |                              | 3,652,803
|                                                   |  |                              |          
|INTEREST EXPENSE                                   |  |                              |          
|Deposits                                           |  |                              | 1,053,291
|Federal Home Loan Bank advances                    |  |                              | 69,546   
|Short term borrowings                              |  |                              | 1,442    
|                                                   |  |                              |          
|Total interest expense                             |  |                              | 1,124,279
|                                                   |  |                              |          
|NET INTEREST INCOME                                |  |                              | 2,528,524
|Provision for loan losses                          |  |                              | 105,000  
|                                                   |  |                              |          
|NET INTEREST INCOME AFTER PROVISION FOR LOANLOSSES |  |                              | 2,423,524
|                                                   |  |                              |          
|OTHER INCOME                                       |  |                              |          
|Service charges on deposit accounts                |  |                              | 148,733  
|Gain on sale of loans, net                         |  |                              | 60,608   
|Other income                                       |  |                              | 35,485   
|                                                   |  |                              |          
|Total other income                                 |  |                              | 244,826  
|                                                   |  |                              |          
|OTHER EXPENSE                                      |  |                              |          
|Salaries and employee benefits                     |  |                              | 880,167  
|Occupancy and equipment expense                    |  |                              | 273,323  
|Professional fees                                  |  |                              | 70,889   
|Franchise tax                                      |  |                              | 104,262  
|Other expenses                                     |  |                              | 391,571  
|                                                   |  |                              |          
|Total other expense                                |  |                              | 1,720,212
|                                                   |  |                              |          
|INCOME BEFORE INCOME TAXES                         |  |                              | 948,138  
|Income taxes                                       |  |                              | 196,407  
|                                                   |  |                              |          
|NET INCOME                                         |  | $                            | 751,731  
|                                                   |  |                              |          
|Earning per common share                           |  | $                            | 1.10     
|                                                   |  |                              |          
|Weighted Average shares outstanding                |  |                              | 682,158  
|                                                   |  |                              |          

See accompanying notes to the unaudited consolidated financial statements.

-4-



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Killbuck Bancshares, Inc. and Subsidiary

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS EQUITY
(UNAUDITED) THREE MONTHS ENDED MARCH 31, 2003

|                                              |  | Common Stock |           | Retained Earnings |   | Accumulated  Other  Comprehensive Income |  | Treasury Stock |          | Total Shareholders Equity |   | Comprehensive Income |  
|--------------------------------------------- |  | ------------ | --------- | ----------------- | - | ---------------------------------------- |  | -------------- | -------- | -------------------------- | - | -------------------- | -
|                                              |  |              |           |                   |   |                                          |  |                |          |                            |   |                      |  
|Balance, December 31, 2002                    |  | $            | 8,846,670 |                   | $ | 27,462,762                               |  | $              | 534,990  |                            | $ | (2,640,763           | )
|Net income                                    |  |              |           |                   |   | 751,731                                  |  |                |          |                            |   |                      |  
|Purchase of Treasury stock                    |  |              |           |                   |   |                                          |  |                |          |                            |   | (293,229             | )
|Other comprehensive income:                   |  |              |           |                   |   |                                          |  |                |          |                            |   |                      |  
|Net unrealized loss on securities, net of tax |  |              |           |                   |   |                                          |  |                | (133,443 | )                          |   |                      |  
|                                              |  |              |           |                   |   |                                          |  |                |          |                            |   |                      |  
|Comprehensive income                          |  |              |           |                   |   |                                          |  |                |          |                            |   |                      |  
|                                              |  |              |           |                   |   |                                          |  |                |          |                            |   |                      |  
|Balance, March 31, 2003                       |  | $            | 8,846,670 |                   | $ | 28,214,493                               |  | $              | 401,547  |                            | $ | (2,933,992           | )
|                                              |  |              |           |                   |   |                                          |  |                |          |                            |   |                      |  

See accompanying notes to the unaudited consolidated financial statements.

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Killbuck Bancshares, Inc. and Subsidiary CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)

|                                                            |  | Three Months Ended March 31, |           
|----------------------------------------------------------- |  | ---------------------------- | ----------
|                                                            |  |                              |           
|                                                            |  | 2003                         |           
|                                                            |  |                              |           
|OPERATING ACTIVITIES                                        |  |                              |           
|Net income                                                  |  | $                            | 751,731   
|Adjustments to reconcile net income to net cash provided by |  |                              |           
|Operating activities:                                       |  |                              |           
|Provision for loan losses                                   |  |                              | 105,000   
|Gain on sale of loans                                       |  |                              | (60,608   
|Provision for depreciation and amortization                 |  |                              | 125,578   
|Origination of loans held for sale                          |  |                              | (6,794,700
|Proceeds from the sale of loans                             |  |                              | 6,642,108 
|Federal Home Loan Bank stock dividend                       |  |                              | (12,300   
|Net change in:                                              |  |                              |           
|Accrued interest and other assets                           |  |                              | (695,027  
|Accrued expenses and other liabilities                      |  |                              | 79,681    
|                                                            |  |                              |           
|Net cash provided by operating activities                   |  |                              | 141,463   
|                                                            |  |                              |           
|INVESTING ACTIVITIES                                        |  |                              |           
|Investment securities available for sale:                   |  |                              |           
|Proceeds from maturities and repayments                     |  |                              | 7,046,342 
|Purchases                                                   |  |                              | (4,053,415
|Investment securities held to maturity:                     |  |                              |           
|Proceeds from maturities and repayments                     |  |                              | 926,679   
|Purchases                                                   |  |                              | (1,134,673
|Net increase in loans                                       |  |                              | (2,911,657
|Purchase of premises and equipment                          |  |                              | (22,834   
|                                                            |  |                              |           
|Net cash used in investing activities                       |  |                              | (149,558  
|                                                            |  |                              |           
|FINANCING ACTIVITIES                                        |  |                              |           
|Net increase in demand, money market and savings deposits   |  |                              | 3,636,324 
|Net decrease in time deposits                               |  |                              | (2,953,323
|Repayment of Federal Home Loan Bank advances                |  |                              | (223,462  
|Net decrease in short term borrowings                       |  |                              | (1,094,993
|Purchase of Treasury stock                                  |  |                              | (293,229  
|                                                            |  |                              |           
|Net cash used in financing activities                       |  |                              | (928,683  
|                                                            |  |                              |           
|Net decrease in cash and cash equivalents                   |  |                              | (936,778  
|Cash and cash equivalents at beginning of period            |  |                              | 20,307,448
|                                                            |  |                              |           
|Cash and cash equivalents at end of period                  |  | $                            | 19,370,670
|                                                            |  |                              |           
|Supplemental Disclosures of Cash Flows Information          |  |                              |           
|Cash Paid During the Period For:                            |  |                              |           
|Interest on deposits and borrowings                         |  | $                            | 1,156,601 
|                                                            |  |                              |           
|Income taxes                                                |  | $                            |          
|                                                            |  |                              |           

See accompanying notes to the unaudited consolidated financial statements.

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Killbuck Bancshares, Inc. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 1  BASIS OF
PRESENTATION

The consolidated financial statements include the accounts of Killbuck Bancshares, Inc. (the Company) and its wholly-owned subsidiary Killbuck Savings Bank Company
(the Bank).  All significant intercompany balances and transactions have been eliminated in the consolidation.

The accompanying reviewed consolidated financial statements have
been prepared in accordance with the instructions to Form 10-Q and, therefore, do not necessarily include all information that would be included in audited financial statements.  The information furnished reflects all adjustments, which are, in
the opinion of management, necessary for a fair statement of the results of operations.  All such adjustments are of a normal recurring nature.  The results of operations for the interim periods are not necessarily indicative of the
results to be expected for the full year.

These statements should be read in conjunction with the consolidated statements of and for the year ended December 31, 2002 and related notes which are
included on the Form 10-K (file no. 000-24147)

NOTE 2  EARNINGS PER SHARE

The Company currently maintains a simple capital
structure; therefore, there are no dilutive effects on earnings per share.  As such, earnings per share are calculated using the weighted number of shares for the period.

NOTE 3 
COMPREHENSIVE INCOME

The Company is required to present comprehensive income and its components in a full set of general purpose financial statements.  Comprehensive income is comprised
of the following:

|                                  |  | Three Months Ended March 31, 2003 |          | Three Months Ended March 31, 2002 |  
|--------------------------------- |  | --------------------------------- | -------- | --------------------------------- | -
|                                  |  |                                   |          |                                   |  
|Net income                        |  | $                                 | 751,731  |                                   | $
|Other comprehensive income:       |  |                                   |          |                                   |  
|Net unrealized gain on securities |  |                                   | (202,187 | )                                 |  
|Tax effect                        |  |                                   | 68,744   |                                   |  
|                                  |  |                                   |          |                                   |  
|Total comprehensive income        |  | $                                 | 618,288  |                                   | $
|                                  |  |                                   |          |                                   |  

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NOTE 4  NEW ACCOUNTING STANDARDS

In August 2001, the Financial Accounting Standards Board (FASB)
issued FAS No. 143, Accounting for Asset Retirement Obligations, which requires that the fair value of a liability be recognized when incurred for the retirement of a long-lived asset and the value of the asset be increased by that
amount.  The statement also requires that the liability be maintained at its present value in subsequent periods and outlines certain disclosures for such obligations.  The adoption of this statement, which was effective January 1, 2003,
did not have a material effect on the Companys financial position or results of operations.

In April 2002, the FASB issued FAS No. 145, Rescission of FASB Statement No. 4, 44, and
64, Amendment of FASB Statement No. 13, and Technical Corrections.  FAS No. 145 rescinds FAS No. 4, which required all gains and losses from extinguishment of debt to be aggregated and, if material, classified as an extraordinary
item, net of related income tax effect.  As a result, the criteria in APB Opinion No. 30 will now be used to classify those gains and losses. This statement also amends FAS No. 13 to require that certain lease modifications that have economic
effects similar to sale-leaseback transactions be accounted for in the same manner as sale-leaseback transactions. This statement also makes technical corrections to existing pronouncements, which are not substantive but in some cases may change
accounting practice.  The provisions of this statement related to the rescission of FAS No. 4 shall be applied in fiscal years beginning after May 15, 2002.  Any gain or loss on extinguishments of debt that was classified as an
extraordinary item in prior periods presented that does not meet the criteria in APB Opinion No. 30 for classification as an extraordinary item shall be reclassified.  Early adoption of the provisions of this statement related to FAS No. 13
shall be effective for transactions occurring after May 15, 2002.  All other provisions of this statement shall be effective for financial statements issued on or after May 15, 2002.   The adoption of this statement did not have a
material effect on the Companys financial position or results of operations.

In July 2002, the FASB issued FAS No. 146, Accounting for Costs Associated with Exit or Disposal
Activities, which requires companies to recognize costs associated with exit or disposal activities when they are incurred rather than at the date of a commitment to an exit or disposal plan.  This statement replaces EITF Issue No. 94-3,
Liability Recognition for Certain Employee Termination Benefits and Other Costs to Exit an Activity (Including Certain Costs Incurred in a Restructuring).  The new statement is effective for exit or disposal activities initiated after
December 31, 2002.  The adoption of this statement did not have a material effect on the Companys financial position or results of operations.

On December 31, 2002, the FASB
issued FAS No. 148, Accounting for Stock-Based Compensation  Transition and Disclosure, which amends FAS No. 123, Accounting for Stock-Based Compensation.  FAS No. 148 amends the disclosure requirements of FAS No. 123 to
require more prominent and more frequent disclosures in financial statements about the effects of stock-based compensation.  Under the provisions of FAS No. 123, companies that adopted the preferable, fair value based method were required to
apply that method prospectively for new stock option awards.  This contributed to a ramp-up effect on stock-based compensation expense in the first few years following adoption, which caused concern for companies and investors
because of the lack of consistency in reported results.  To address that concern, FAS No. 148 provides two additional methods of transition that reflect an entitys full complement of stock-based compensation expense immediately upon
adoption, thereby eliminating the ramp-up effect.  FAS No. 148 also improves the clarity and prominence of disclosures about the pro forma effects of using the fair value based method of accounting for stock-based compensation for all
companiesregardless of the accounting method usedby requiring that the data be presented more prominently and in a more user-friendly format in the footnotes to the financial statements.  In addition, the statement improves the
timeliness of those disclosures by requiring that this information be included in interim as well as annual financial statements. The transition guidance and annual disclosure provisions of FAS No. 148 are effective for fiscal years ending after
December 15, 2002, with earlier application permitted in certain circumstances.  The interim disclosure provisions are effective for financial reports containing financial statements for interim periods beginning after December 15, 2002. 
The adoption of this statement did not have a material effect on the Companys financial statements.

In April, 2003, the FASB issued FAS No. 149, Amendment of Statement 133 on
Derivative Instruments and Hedging Activities.  This statement amends and clarifies accounting for derivative instruments, including certain derivative instruments embedded in other contracts, and for hedging activities under FAS No.
133.  The amendments set forth in FAS No. 149 improve financial reporting by requiring that contracts with comparable characteristics be accounted for similarly. In particular, this statement clarifies under what circumstances a contract with
an initial net investment meets the characteristic of a derivative as discussed in FAS No. 133.

-8-



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NOTE 4  NEW ACCOUNTING STANDARDS (Continued)

In addition, it clarifies when a derivative contains a financing
component that warrants special reporting in the statement of cash flows. FAS No. 149 amends certain other existing pronouncements. Those changes will result in more consistent reporting of contracts that are derivatives in their entirety or that
contain embedded derivatives that warrant separate accounting.   This statement is effective for contracts entered into or modified after June 30, 2003, except as stated below and for hedging relationships designated after June 30, 2003.
The guidance should be applied prospectively.  The provisions of this statement that relate to FAS No. 133 Implementation Issues that have been effective for fiscal quarters that began prior to June 15, 2003, should continue to be applied in
accordance with their respective effective dates. In addition, certain provisions relating to forward purchases or sales of when-issued securities or other securities that do not yet exist, should be applied to existing contracts as well as new
contracts entered into after June 30, 2003.

In November, 2002, the FASB issued Interpretation No. 45, Guarantors Accounting and Disclosure requirements for Guarantees, Including Indirect
Guarantees of Indebtedness of Others.  This interpretation elaborates on the disclosures to be made by a guarantor in its interim and annual financial statements about its obligations under certain guarantees that it has issued.  This
interpretation clarifies that a guarantor is required to disclose (a) the nature of the guarantee, including the approximate term of the guarantee, how the guarantee arose, and the events or circumstances that would require the guarantor to perform
under the guarantee; (b) the maximum potential amount of future payments under the guarantee; (c) the carrying amount of the liability, if any, for the guarantors obligations under the guarantee; and (d) the nature and extent of any recourse
provisions or available collateral that would enable the guarantor to recover the amounts paid under the guarantee.  This interpretation also clarifies that a guarantor is required to recognize, at the inception of a guarantee, a liability for
the obligations it has undertaken in issuing the guarantee, including its ongoing obligation to stand ready to perform over the term of the guarantee in the event that the specified triggering events or conditions occur.  The objective of the
initial measurement of that liability is the fair value of the guarantee at its inception.  The initial recognition and initial measurement provisions of this interpretation are applicable on a prospective basis to guarantees issued or modified
after December 31, 2002, irrespective of the guarantors fiscal year-end. The disclosure requirements in this interpretation are effective for financial statements of interim or annual periods ending after December 15, 2002.  The adoption
of this interpretation did not have a material effect on the Companys financial position or results of operations.

In January, 2003, the FASB issued Interpretation No. 46,
Consolidation of Variable Interest Entities,in an effort to expand upon and strengthen existing accounting guidance that addresses when a company should include in its financial statements the assets, liabilities and activities of another
entity.  The objective of this interpretation is not to restrict the use of variable interest entities but to improve financial reporting by companies involved with variable interest entities.  Until now, one company generally has included
another entity in its consolidated financial statements only if it controlled the entity through voting interests.  This interpretation changes that by requiring a variable interest entity to be consolidated by a company if that company is
subject to a majority of the risk of loss from the variable interest entitys activities or entitled to receive a majority of the entitys residual returns or both. The consolidation requirements of this interpretation apply immediately to
variable interest entities created after January 31, 2003.  The consolidation requirements apply to older entities in the first fiscal year or interim period beginning after June 15, 2003. Certain of the disclosure requirements apply in all
financial statements issued after January 31, 2003, regardless of when the variable interest entity was established.  The adoption of this interpretation has not and is not expected to have a material effect on the Companys financial
position or results of operations.

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MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONAND RESULTS OF OPERATIONS

The Private Securities
Litigation Reform Act of 1995 contains safe harbor provisions regarding forward-looking statements.  When used in this discussion, the words believes, anticipates, contemplates, expects, and
similar expressions are intended to identify forward-looking statements.  Such statements are subject to certain risks and uncertainties, which could cause actual results to differ materially from those projected.  Those risks and
uncertainties include changes in interest rates, risks associated with the ability to control costs and expenses, and general economic conditions.  Killbuck Bancshares, Inc. undertakes no obligation to publicly release the results of any
revisions to those forward-looking statements, which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

The Company conducts
no significant business or operations of its own other than holding all of the outstanding stock of the Killbuck Savings Bank Company.  As a result, references to the Company generally refer to the Bank unless the context indicates
otherwise.

Financial Condition

Total assets at March 31, 2003 were $282,944,000 compared to $283,174,000 at December 31,
2002.

Cash and cash equivalents decreased by $936,778 or 4.6% from December 31, 2002, to March 31, 2003, with federal funds sold decreasing $800,000.  This decrease improved the Banks
net interest margin by investing in higher yielding assets at March 31, 2003.

Investment securities available for sale decreased by $3,181,000 or 8.2% from December 31, 2002, due to maturities,
calls, and repayments.  Investments held to maturity increased $196,000 or .5%.

Net loans increased by $2,806,000 or 1.6% from December 31, 2002, to March 31, 2003.  An increase of
$4,464,000 occurred in the real estate loan category, which is attributable primarily to residential and commercial lending activity.  Commercial and other loan balances decreased by $645,000 and consumer loan balances decreased by
$894,000.

Total deposits at March 31, 2003 were $239,721,000 compared to $239,039,000 at December 31, 2002.  Time deposits decreased $2,953,000, demand accounts increased $155,000 and
money market and savings accounts increased $3,482,000.  Management attributes these changes to maturing time deposits and the volatility of interest rates and consumer expectations of rising rates.

Federal Home Loan Bank advances and short-term borrowings decreased $224,000 and $1,095,000 respectively at March 31, 2003 from December 31, 2002.

-10-



---

MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Financial Condition (Continued)

Shareholders Equity increased by $325,000 or 1.0%, which was mainly due to earnings of $752,000 for the first three months of
2003 decreased by a $133,000 unrealized loss on securities included in other comprehensive income and by the purchase of Treasury stock for $293,000. Treasury stock purchases are monitored against the Companys Strategic Plan and the goals set
forth in the plan.  The Treasury stock purchases have been within the Strategic Plans guidelines for the first three months of 2003.  Management monitors risk-based capital and leveraged capital ratios in order to assess compliance
of the regulatory guidelines.  At March 31, 2003, the total capital ratio was 18.81%; the Tier I capital ratio was 17.58%, and the leverage ratio was 11.68%, compared to regulatory capital requirements of 8.00%, 4.00% and 4.00%
respectively.  These ratios are well in excess of regulatory capital requirements.

-11-



---

RESULTS OF OPERATIONS

Comparison of the Three Months Ended March 31, 2003 and
2002

Net income for the three-month period ended March 31, 2003, was $752,000, a decrease of $51,000 or 6.4% from the $803,000 reported at March 31, 2002.

Total interest income of $3,653,000 for the three-month period ended March 31, 2003, compares to $4,176,000 for the same period in 2002, a decrease of $523,000 or 12.5%.  The majority of the overall decrease in total
interest income is attributed to a decrease in interest on taxable securities of approximately $327,000 or 62.5% of the overall decrease, which is due to a decline in the average balance.  The overall decrease in interest income resulted
primarily from a decrease in the average rate on the underlying principle balances of interest earning assets.  See Average Balance Sheet for the three-month periods ended March 31, 2003 and March 31, 2002.

Total interest expense of $1,124,000 for the three-month period ending March 31, 2003, represents a decrease of $551,000 from the $1,675,000 reported for the same three-month period in 2002.  The decrease in
interest expense resulted primarily from a decrease in the average yield on the underlying principle balances of interest bearing liabilities.  See Average Balance Sheet for the three-month periods ended March 31, 2003 and March 31,
2002.

Net interest income of $2,528,000 for the three months ended March 31, 2003, compares to $2,500,000 for the same three-month period in 2002, an increase of $28,000 or 1.1%.

Total other income for the three month period ended March 31, 2003, of $245,000 compares to $190,000 for the same three month period in 2002, an increase of $55,000 or 28.9%.  Gains on sale of loans
increased $40,000 due to increased activity caused by declining fixed loan rates, and other income increased $8,000 due to an increase of $2,200 in alternative investment income, and an increase of  $5,100 in miscellaneous service
charges.

Total other expense of $1,720,000 for the three months ended March 31, 2003, compares to $1,589,000 for the same three-month period in 2002.  This represents an increase of
$131,000 or 8.2%.  Of the $131,000 approximately $92,000 was attributable to normal recurring employee cost increases for annual salary increases, staff additions and employee benefits; and approximately $29,000 was attributable to normal and
recurring occupancy and equipment expenses.

-12-



---

Liquidity

Management monitors projected liquidity needs and determines the level desirable
based in part on the Companys commitments to make loans and managements assessment of the Companys ability to generate funds.

The primary sources of funds are deposits, repayment
of loans, maturities of investments, funds provided from operations and advances from the FHLB of Cincinnati.  While scheduled repayments of loans and maturities of investment securities are predictable sources of funds, deposit flows and loan
repayments are greatly influenced by the general level of interest rates, economic conditions and competition.  The Company uses its sources of funds to fund existing and future loan commitments, to fund maturing time deposits and demand
deposit withdrawals, to invest in other interest-earning assets, to maintain liquidity, and to meet operating expenses.

Cash and amounts due from depository institutions and federal funds sold
totaled $19,371,000 at March 31, 2003.  These assets provide the primary source of liquidity for the Company.  In addition, management has designated a substantial portion of the investment portfolio, $35,867,000 as available for sale and
has an available unused line of credit of $30,156,000 with the Federal Home Loan Bank of Cincinnati to provide additional sources of liquidity at March 31, 2003.  As of March 31, 2003, the Company had commitments to fund loans of approximately
$4,640,000 and unused lines of credit totaling $18,398,000.

Cash was provided during the three month period ended March 31, 2003, mainly from operating activities of $.1 million, the maturities
and repayments of investment securities of $8.0 million, and net increase in deposits of $.7 million.  Cash was used during the three month period ended March 31, 2003, mainly to fund a net increase in loans of $2.9 million, and for the
purchase of investment securities of   $5.2 million.  In addition $1.3 million was also used to reduce Federal Home Loan Bank advances and short-term borrowings during the first three months of 2003 and $.3 million was used to
purchase Treasury Stock.  Cash and cash equivalents totaled $19.4 million at March 31, 2003, a decrease of $.9 million from $20.3 million at December 31, 2002.

Management is not aware of any
conditions, including any regulatory recommendations or requirements, which would adversely affect its liquidity or ability to meet its funding needs in the normal course of business.

-13-



---

Risk Elements

The table below presents information concerning nonperforming assets including
nonaccrual loans, renegotiated loans, loans 90 days or more past due, other real estate loans and repossessed assets at March 31, 2003, and December 31, 2002.  A loan is classified as nonaccrual when, in the opinion of management, there are
doubts about collectibility of interest and principal.  At the time the accrual of interest is discontinued, future income is recognized only when cash is received.  Renegotiated loans are those loans which terms have been renegotiated to
provide a reduction or deferral of principal or interest as of result of the deterioration of the borrower.

|                                                  |  | March 31, 2003         |      | December 31, 2002 |  
|------------------------------------------------- |  | ---------------------- | ---- | ----------------- | -
|                                                  |  |                        |      |                   |  
|                                                  |  | (dollars in thousands) |     
|Loans on nonaccrual basis                         |  | $                      | 190  |                   | $
|Loans past due 90 days or more                    |  |                        | 25   |                   |  
|Renegotiated loans                                |  |                        |     |                   |  
|                                                  |  |                        |      |                   |  
|Total nonperforming loans                         |  |                        | 215  |                   |  
|Other real estate                                 |  |                        |     |                   |  
|Repossessed assets                                |  |                        |     |                   |  
|                                                  |  |                        |      |                   |  
|Total nonperforming assets                        |  | $                      | 215  |                   | $
|Nonperforming loans as a percent of total loans   |  |                        | 0.12 | %                 |  
|Nonperforming loans as a percent of total assets  |  |                        | 0.08 | %                 |  
|Nonperforming assets as a percent of total assets |  |                        | 0.08 | %                 |  

Management monitors impaired loans on a continual basis.  As of March 2003, impaired loans had
no material effect on the Companys financial position or results from operations.

The allowance for loan losses at March 31, 2003, totaled $2,444,00 or 1.37% of total loans as compared to
$2,326,000 or 1.33% at December 31, 2002.  Provisions for loan losses were $105,000 for the three months ended March 31, 2003 and $45,000 for the three months ended March 31, 2002.

The level
of funding for the provision is a reflection of the overall loan portfolio.  Nonperforming loans consist of approximately $151,000 in commercial real estate, $20,000 in one to four family residential mortgages, and $44,000 in consumer
loans.  The collateral requirements on such loans reduce the risk of potential losses to an acceptable level in managements opinion.

Management performs a quarterly evaluation of the
allowance for loan losses.  The evaluation incorporates internal loan review, actual historical losses, as well as any negative economic trends in the local market.  The evaluation is presented to and approved by the Board of
Directors.  Although the Company maintains its allowance for loan losses at a level that it considers to be adequate to provide for the inherent risk of loss in its portfolio, there can be no assurance that future losses will not exceed
estimated amounts or that additional provisions for loan losses will not be required in future periods.

-14-



---

AVERAGE BALANCE SHEET

Average Balance Sheet for the Three-Month Period Ended March
31

The following table sets forth certain information relating to the Companys average balance sheet and reflects the average yield on assets and average cost of liabilities for the
periods indicated and the average yields earned and rates paid.  Such yields and costs are derived by dividing income or expense by the average balance of assets or liabilities, respectively, for the periods presented.  Average balances
are derived from month-end balances.  Management does not believe that the use of month-end balances instead of daily average balances      has caused any material differences in the information presented.

|                                         |  | March 31, 2003  |             | March 31, 2002 |  
|---------------------------------------- |  | --------------- | ----------- | -------------- | -
|                                         |  |                 |             |                |  
|                                         |  | Average Balance |             | Interest       |  
|                                         |  |                 |             |                |  
|Assets                                   |  |                 |             |                |  
|Interest Earnings Assets:                |  |                 |             |                |  
|Loans (1)(2)(2)(3)                       |  | $               | 177,031,179 |                | $
|Securities-taxable (4)                   |  |                 | 36,651,948  |                |  
|Securities-nontaxable                    |  |                 | 40,512,306  |                |  
|Securities-equity (4)(5)                 |  |                 | 1,453,384   |                |  
|Federal funds sold                       |  |                 | 12,470,630  |                |  
|                                         |  |                 |             |                |  
|Total interest earnings assets           |  |                 | 268,119,447 |                |  
|                                         |  |                 |             |                |  
|Noninterest earning assets               |  |                 |             |                |  
|Cash and due from other institutions     |  |                 | 7,919,803   |                |  
|Premises and equipment, net              |  |                 | 5,165,298   |                |  
|Accrued interest                         |  |                 | 962,837     |                |  
|Other assets                             |  |                 | 2,251,958   |                |  
|Less allowance for loan losses           |  |                 | (2,375,520  | )              |  
|                                         |  |                 |             |                |  
|Total noninterest earnings assets        |  |                 | 13,924,376  |                |  
|                                         |  |                 |             |                |  
|Total Assets                             |  | $               | 282,043,823 |                |  
|                                         |  |                 |             |                |  
|Liabilities and Shareholders Equity      |  |                 |             |                |  
|Interest bearing liabilities:            |  |                 |             |                |  
|Interest bearing demand                  |  | $               | 31,185,451  |                | $
|Money market accounts                    |  |                 | 17,501,027  |                |  
|Savings deposits                         |  |                 | 39,842,044  |                |  
|Time deposits                            |  |                 | 115,332,231 |                |  
|Short term borrowings                    |  |                 | 4,502,788   |                |  
|Federal Home Loan Advances               |  |                 | 4,139,623   |                |  
|                                         |  |                 |             |                |  
|Total interest bearing liabilities       |  |                 | 212,503,164 |                |  
|                                         |  |                 |             |                |  
|Noninterest bearing liabilities:         |  |                 |             |                |  
|Demand deposits                          |  |                 | 34,099,117  |                |  
|Accrued expenses and other liabilities   |  |                 | 1,603,449   |                |  
|                                         |  |                 |             |                |  
|Total noninterest bearing liabilities    |  |                 | 35,702,566  |                |  
|                                         |  |                 |             |                |  
|Shareholders equity                     |  |                 | 33,838,093  |                |  
|                                         |  |                 |             |                |  
|Total Liabilities and Equity             |  | $               | 282,043,823 |                |  
|                                         |  |                 |             |                |  
|Net interest income                      |  |                 |             |                | $
|                                         |  |                 |             |                |  
|Interest rate spread (6)                 |  |                 |             |                |  
|                                         |  |                 |             |                |  
|Net yield on interest earning assets (7) |  |                 |             |                |  
|                                         |  |                 |             |                |  



|(1) | For purposes of these computations, the daily average loan amounts outstanding are net of deferred loan fees.                                                                                  
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(2) | Included in loan interest income are loan related fees of $87,210 and $119,875 in 2003 and 2002, respectively.                                                                                 
|(3) | Nonaccrual loans are include in loan totals and do not have a material impact on the information presented.                                                                                    
|(4) | Average balance is computed using the carrying value of securities.  The average yield has been computed using the historical amortized cost average balance for available
for sale securities.
|(5) | Equity securities are comprised of common stock of the Federal Home Loan Bank, Federal Reserve Bank, and Great Lakes Bankers Bank.                                                             
|(6) | Interest rate spread represents the difference between the average yield on interest earning assets and the average cost of interest bearing liabilities.                                      
|(7) | Net yield on interest earning assets represents net interest income as a percentage of average interest earning assets.                                                                        

-15-



---

Rate/Volume Analysis

The table below sets forth certain information regarding changes in
interest income and interest expense of the Company for the periods indicated.  For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to (i) changes in volume (changes in
average volume multiplied by old rate) and (ii) changes in rates (changes in rate multiplied by old average volume).  Changes, which are not solely attributable to rate, or volume are allocated to changes in rate due to rate sensitivity of
interest-earning assets and interest-bearing liabilities (dollars in thousands).

|                                   |  | Three-Month Period Ended March 2003 Compared to 2002 Increase (Decrease) Due To |      
|---------------------------------- |  | ------------------------------------------------------------------------------- | -----
|                                   |  |                                                                                 |      
|                                   |  | Volume                                                                          |      
|                                   |  |                                                                                 |      
|Interest income                    |  |                                                                                 |      
|Loans                              |  | $                                                                               | 1,787
|Securities-taxable                 |  |                                                                                 | (953 
|Securities-nontaxable              |  |                                                                                 | 79   
|Securities-equities                |  |                                                                                 | 2    
|Federal funds sold                 |  |                                                                                 | (53  
|                                   |  |                                                                                 |      
|Total interest earning Assets      |  |                                                                                 | 862  
|                                   |  |                                                                                 |      
|Interest expense                   |  |                                                                                 |      
|Interest bearing demand            |  |                                                                                 | 2    
|Money market accounts              |  |                                                                                 | 14   
|Savings deposits                   |  |                                                                                 | 98   
|Time deposits                      |  |                                                                                 | (307 
|Short-term borrowing               |  |                                                                                 |     
|Federal Home Loan Bank Advances    |  |                                                                                 | (64  
|                                   |  |                                                                                 |      
|Total interest bearing Liabilities |  |                                                                                 | (257 
|                                   |  |                                                                                 |      
|Net change in net interest income  |  | $                                                                               | 1,119
|                                   |  |                                                                                 |      

-16-



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Item 3  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market risk for the Company is comprised primarily
from interest rate risk exposure and liquidity risk.  Since virtually all of the interest-earning assets and paying liabilities are at the Bank, virtually all of the interest rate risk and liquidity risk lies at the Bank level.  The Bank
is not subject to any trading risk.  In addition, the Bank does not participate in hedging transactions such as interest rate swaps and caps.  Changes in interest rates will impact both income and expense recorded and also the market
values of long-term interest-earnings assets.  Interest rate risk and liquidity risk managements is performed at the Bank level.  Although the Bank has a diversified loan portfolio, loans outstanding to individuals and businesses are
dependent upon the local economic conditions in the immediate trade area.

One of the principal functions of the Companys asset/liability management program is to monitor the level to which
the balance sheet is subject to interest rate risk.  The goal of the asset/liability program is to manage the relationship between interest rate sensitive assets and liabilities, thereby minimizing the fluctuations in the net interest margin,
which achieves consistent growth of net interest income during periods of changing interest rates.

Interest rate sensitivity is the result of differences in the amounts and repricing dates of a
banks rate sensitive assets and rate sensitive liabilities.  These differences, or interest rate repricing gap provide an indication of the extent that the Companys net interest income is affected by future changes in
interest rates.  During a period of rising interest rates, a positive gap, a position of more rate sensitive assets than rate sensitive liabilities, is desired.  During a falling interest rate environment, a negative gap is desired, that
is, a position in which rate sensitive liabilities exceed rate sensitive assets.

At March 31, 2003, the Company had a cumulative positive gap of $70.5 million or 24.63% at the one-year
horizon.  The gap analysis indicates that if interest rates were to rise 200 basis points (2.00%), the Companys net interest income would improve at the one-year horizon because the Companys rate sensitive assets would reprice
faster than rate sensitive liabilities.  Conversely, if rates were to fall 200 basis points, the Companys net interest income would decline.

Management also manages interest rate risk
with the use of simulation modeling which measures the sensitivity of future net interest income as a result of changes in interest rates.  The analysis is based on repricing opportunities for variable rate assets and liabilities and upon
contractual maturities of fixed rate instruments.

The stimulation also calculates net interest income based upon rate increases or decrease of + or  200 basis points (or 2.00%) in 100 basis
point (or 1.00%) increments.  The analysis reprices the balance sheet and forecasts future cash flows over a one-year horizon at the net interest rate levels.  The cash flows are then totaled to calculate net interest income. 
Assumptions are made for loan and investment pre-payment speeds and are incorporated into the simulation as well.  Loan and investment pre-payment speeds will increase as interest rates decrease and slow as interest rates rise.  The
current analysis indicates that, given a 200 basis point overnight decrease in interest rates, the Company would experience a potential $449,000 or 14.76% decline in net interest income.  If rates were to increase 200 basis points, the analysis
indicates that the Companys net interest income would increase $453,000 or 14.90%.  It is important to note, however, that this exercise would be a worst-case scenario.  It would be more likely to have incremental changes in interest
rates, rather than a single significant increase or decrease.

When management believes interest rate movements will occur, it can restructure the balance sheet and thereby the ratio of rate
sensitive assets to rate sensitive liabilities which in turn will effect the net interest income.  It is important to note; however, that in gap analysis and simulation modeling not all assets and liabilities with similar maturities and
repricing opportunities will reprice at the same time or to the same degree and therefore, could effect forecasted results.

-17-



---

Much of the Banks deposits have the ability to reprice immediately, however, deposit rates are not tied to an external index.  As a result, although changing market
interest rates impact repricing, the Bank retains much of the control over repricing by determining itself the extent and timing of repricing deposit products.  In addition, the Bank maintains a significant portion of its investment portfolio
as available for sale securities and also has a significant variable rate loan portfolio, which is used to offset rate sensitive liabilities.

Changes in market interest rates can also affect the
Banks liquidity position through the impact rate change may have on the market value of the available for sale portion of the investment portfolio.  Increase in market rates can adversely impact the market values and therefore, make it
more difficult for the Bank to sell available for sale securities needed for general liquidity purposes without incurring a loss on the sale.  This issue is addressed by the Bank with the use of borrowings from the Federal Home Loan Bank 
(FHLB) and the selling of fixed rate mortgages as a source of liquidity to the Bank.

The Companys liquidity plan allows for the use of long-term advances or short-term lines of
credit with the FHLB as a source of funds.  Borrowing from FHLB not only provides a source of liquidity for the Company, but also serves as a tool to reduce interest risk as well.  The Company may structure borrowings from FHLB to match
those of customers credit requests, and therefore, lock in interest rate spreads over the lives of the loans.

In addition to borrowing from the FHLB as a source for liquidity, the Company also
participates in the secondary mortgage market.  Specifically, the Company sells fixed rate, residential real estate mortgages to the Federal Home Loan Mortgage Corporation (Freddie Mac).  The sales to Freddie Mac not only
provide an opportunity for the Bank to remain competitive in the market place, by allowing it to offer a fixed rate mortgage product, but also provide an additional source of liquidity and an additional tool for management to limit interest rate
risk exposure.  The Bank continues to service all loans sold to Freddie Mac.

-18-



---

Item 4  CONTROLS AND PROCEDURES

Within 90 days prior to the date of this Quarterly Report, the Company carried out an
evaluation, under the supervision and with the participation of the Companys management, including the Companys President and Chief Executive Officer and Vice President and Chief Financial Officer, of the effectiveness of the design and
operation of the Companys disclosure controls and procedures pursuant to Exchange Act Rule 13a-14.  Based upon that evaluation, the President and Chief Executive Officer and Vice President and Chief Financial Officer concluded that the
Companys disclosure controls and procedures are effective in timely alerting them to material information relating to the Company (including its consolidated subsidiaries) required to be included in the Companys periodic SEC
filings.  There were no significant changes in the Companys internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation.

Disclosure controls and procedures are the control and other procedures of the Company that are designed to ensure that the information required to be disclosed by the Company in its reports or submitted under the Exchange Act
is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchanges Commissions rules and forms.

-19-



---

Part II  OTHER INFORMATION

|Item 1 - | Legal Proceedings                                      
|-------- | -------------------------------------------------------
|         |                                                        
|         | None                                                   
|         |                                                        
|Item 2 - | Changes in the rights of the Companys security holders
|         |                                                        
|         | None                                                   
|         |                                                        
|Item 3 - | Defaults by the Company on its senior securities       
|         |                                                        
|         | None                                                   
|         |                                                        
|Item 4 - | Results of votes of security holders                   
|         |                                                        
|         | None                                                   
|         |                                                        
|Item 5 - | Other Information                                      
|         |                                                        
|         | None                                                   
|         |                                                        
|Item 6 - | Exhibits and Reports on Form 8-K                       
|         |                                                        
|         | a)                                                     
|         |                                                        
|         |                                                        
|         |                                                        
|         |                                                        
|         |                                                        
|         |                                                        
|         |                                                        
|         |                                                        
|         |                                                        
|         |                                                        
|         | b)                                                     
|         |                                                        
|         |                                                        
|         |                                                        
|         |                                                        

-20-



---

Signatures

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

|                    | KILLBUCK BANCSHARES, INC. |                                                        
|------------------- | ------------------------- | -------------------------------------------------------
|                    |                           |                                                        
|Date:  May 13, 2003 | By:                       | /s/ LUTHER E. PROPER                                   
|                    |                           |                                                        
|                    |                           | Luther E. Proper  President and Chief Executive Officer
|                    |                           |                                                        
|Date:  May 13, 2003 | By:                       | /s/ DIANE KNOWLES                                      
|                    |                           |                                                        
|                    |                           | Diane Knowles  Chief Financial Officer                 
|                    |                           |                                                        

-21-



---

SECTION 302 CERTIFICATION

I, Luther Proper, Chief Executive Officer, of Killbuck Bancshares, Inc., certify that:

| | 1. | I have reviewed this quarterly report on Form 10-Q of Killbuck Bancshares, Inc.;                                                                                                                                                                                                                                                                                                 
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                  
| | 2. | Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;                                                   
| |    |                                                                                                                                                                                                                                                                                                                                                                                  
| | 3. | Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the
financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;                                                                      
| |    |                                                                                                                                                                                                                                                                                                                                                                                  
| | 4. | The registrants other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act
Rules 13A-14 and 15d-14) for the registrant and have:                                                                                                                                                           
| |    |                                                                                                                                                                                                                                                                                                                                                                                  
| |    | (a)                                                                                                                                                                                                                                                                                                                                                                              
| |    |                                                                                                                                                                                                                                                                                                                                                                                  
| |    | (b)                                                                                                                                                                                                                                                                                                                                                                              
| |    |                                                                                                                                                                                                                                                                                                                                                                                  
| |    | (c)                                                                                                                                                                                                                                                                                                                                                                              
| |    |                                                                                                                                                                                                                                                                                                                                                                                  
| | 5. | The registrants other certifying officer and I have disclosed, based on our most recent evaluation, to the registrants auditors and the audit committee
of registrants board of directors (or persons performing the equivalent functions):                                                                                                                                   
| |    |                                                                                                                                                                                                                                                                                                                                                                                  
| |    | (a)                                                                                                                                                                                                                                                                                                                                                                              
| |    |                                                                                                                                                                                                                                                                                                                                                                                  
| |    | (b)                                                                                                                                                                                                                                                                                                                                                                              
| |    |                                                                                                                                                                                                                                                                                                                                                                                  
| | 6. | The registrants other certifying officer and I have indicated in this quarterly report whether there were significant changes in internal controls or in other
factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
| |    |                                                                                                                                                                                                                                                                                                                                                                                  



|Date:     May 13, 2003 | By:             | /s/ LUTHER E. PROPER
|---------------------- | --------------- | --------------------
|                       |                 |                     
|                       | Signature/Title | Luther E. Proper CEO

-22-



---

SECTION 302 CERTIFICATION

|I, Diane Knowles, Chief Financial Officer, of Killbuck Bancshares, Inc., certify that:
|--------------------------------------------------------------------------------------
|                                                                                      
|1.                                                                                    
|                                                                                      
|2.                                                                                    
|                                                                                      
|3.                                                                                    
|                                                                                      
|4.                                                                                    
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|5.                                                                                    
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|                                                                                      
|6.                                                                                    
|                                                                                      



|Date:     May 13, 2003 | By:             | /s/ DIANE S. KNOWLES
|---------------------- | --------------- | --------------------
|                       |                 |                     
|                       | Signature/Title | Diane Knowles CFO   

-23-