8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 15, 1999

                        UNITED COMMUNITY FINANCIAL CORP.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

          OHIO                          0-024399            34-1856319
          ----                          --------            ----------
 (State or other jurisdiction   (Commission File No.)  (IRS Employer I.D. No.)
    of incorporation)



              275 Federal Plaza West, Youngstown, Ohio       44503-1203 
             --------------------------------------------------------------
               (Address of principal executive offices)      (Zip Code)

Registrant's telephone number, including area code:           (330) 742-0500
                                                    ------------------------







ITEM  5.  OTHER EVENTS.


     On April 15, 1999, United Community Financial Corp., an Ohio corporation
("UCFC"), and Butler Wick Corp., an Ohio corporation ("BWC"), announced that the
parties had entered into an Agreement and Plan of Merger (the "Agreement"). BWC
is the parent company for three wholly-owned subsidiaries whose businesses
include retail investment brokerage, asset management, trust and estate
services, public finance and insurance. Pursuant to the Agreement, BWC will
merge with a wholly-owned subsidiary of UCFC (the "Merger") and UCFC will issue
up to 1.7 million UCFC common shares, subject to possible adjustments based upon
the market price of UCFC shares, in exchange for all of the issued and
outstanding common shares of BWC. Consummation of the Merger is subject to a
number of conditions, including, but not limited to, (i) the approval of the
Agreement by the shareholders of BWC and (ii) the receipt of requisite
regulatory approvals. The Merger is expected to be completed in the third
quarter of 1999.

     The press release issued by UCFC and BWC regarding the announcement of the
transaction described herein is attached hereto as Exhibit 99.1 and is
incorporated herein by reference in its entirety. The press release incorporated
herein by reference contains forward-looking statements that involve risk and
uncertainty. It should be noted that a variety of factors could cause UCFC's
actual results and experience to differ materially from the anticipated results
or other expectations expressed in the forward-looking statements. The risks and
uncertainties that may affect the operations, performance, development, growth
projections and results of UCFC's business after the Merger include, but are not
limited to, the growth of the economy, interest rate movements, the impact of
competitive products, services and price, customer based requirements, Federal
and state legislation, acquisition cost savings and revenue enhancements and
similar matters. Readers of this Current Report on Form 8-K, including the
exhibits hereto, are cautioned not to place undue reliance on forward-looking
statements which are subject to influence by the named risk factors and
unanticipated future events. Actual results, accordingly, may differ materially
from management expectations.

ITEM 7.     FINANCIAL STATEMENTS AND EXHIBITS.

            (a) Not applicable.

            (b) Not applicable.

            (c) Exhibits 99 - News release of UCFC and BWC dated April 15, 1999






                                   SIGNATURES

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

                                     UNITED COMMUNITY FINANCIAL CORP.

                                     By:
                                        ---------------------------------
                                        Douglas M. McKay, President and
                                        Chief Executive Officer

Date:  April ___, 1999

EX-99

                        UNITED COMMUNITY FINANCIAL CORP.
                             275 Federal Plaza West
                           Youngstown, Ohio 44503-1203

                              FOR IMMEDIATE RELEASE

FOR ADDITIONAL INFORMATION CONTACT:

Patrick A. Kelly                                    Franklin S. Bennett, Jr.
United Community Financial Corp.                    Butler Wick Corp.
(330) 742-0500, Ext. 592                            (330) 744-4351, Ext. 336

                        UNITED COMMUNITY FINANCIAL CORP.
                          TO ACQUIRE BUTLER WICK CORP.

Youngstown, Ohio - April 16, 1999 - United Community Financial Corp. (NASDAQ:
UCFC) today announced an agreement in which UCFC will acquire Butler Wick Corp.,
a full service investment and financial services provider headquartered in
Youngstown, Ohio. Under the terms of the agreement UCFC will issue, in a
tax-free exchange, 1,700,000 shares of UCFC common stock for all the issued and
outstanding common shares of Butler Wick Corp., subject to possible adjustments
based upon the market price of UCFC shares. In addition, UCFC will establish a
$3,700,000 retention program for certain investment brokers and senior managers,
subject to a five-year vesting schedule. UCFC expects the transaction to be
immediately accretive to earnings per share. The transaction will be accounted
for as a pooling of interests and is expected to close during the third quarter
of 1999, subject to shareholder approval and regulatory filings.

Butler Wick Corp., is the parent company for three wholly owned subsidiaries:
Butler, Wick & Co. Inc., Butler Wick Asset Management Company and Butler Wick
Trust Company. Butler Wick's business includes retail investment brokerage,
which it has conducted for over 70 years, and a network of integrated financial
services, including asset management, trust and estate services, public finance
and insurance. Butler Wick and its subsidiaries have ten offices throughout
northeastern Ohio and western Pennsylvania.

"We believe that Butler Wick is an ideal addition to our corporate family," said
Douglas M. McKay, President and Chairman of UCFC, the holding company for The
Home Savings and Loan Company of Youngstown, Ohio. "Butler Wick's commitment to
service excellence, its focus on personal attention and its high level of
expertise makes it a perfect fit. This affiliation will bring a much broader
range of financial service products to both Butler Wick and Home Savings
customers."





The acquisition follows UCFC's strategy of geographic expansion and
diversification into other activities. "Our growth plan contains some stringent
selection criteria," said McKay. "As we look for opportunities to enhance
shareholder value, we intend to pursue partnerships with companies that are well
established, successful, well managed, and have a commitment to providing
exceptional value to customers. Butler Wick meets those requirements and has a
corporate culture very similar to our own."

"Through this affiliation, Butler Wick will have access to additional capital
and other resources for business development, recruitment and acquisitions,"
said Thomas J. Cavalier, Chairman, President and Chief Executive Officer of
Butler Wick Corp. " We expect business and business opportunities to continue to
grow," said Cavalier, who will become a director of UCFC and will continue as
President, Chairman and Chief Executive Officer of Butler Wick Corp. "This is a
winning situation for all parties involved---UCFC, Butler Wick, shareholders,
employees, customers, clients and communities we serve."

UCFC reported consolidated assets of $1.3 billion at March 31, 1999. UCFC was
formed in connection with the mutual-to-stock conversion of Home Savings, which
was completed on July 8, 1998. Home Savings has 14 offices located throughout
Mahoning, Columbiana and Trumbull Counties in northeastern Ohio. Additional
information may be found on United Community Financial Corp.'s web site:
www.ucfcorp.com.