DEFA14A 1 amend1utg2003letter.htm AMENDMENT 1 LETTER amend1utg2003letter
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 14A

                Proxy Statement Pursuant to Section 14(a) of the
                        Securities Exchange Act of 1934


Filed by the Registrant  |X|    Filed by a Party other than the Registrant   |_|

Check the appropriate box:

|_|  Preliminary Proxy Statement

|_|  Confidential,  for  Use  of the  Commission  Only  (as  permitted  by  Rule
     14a-6(e)(2))

|_|  Definitive Proxy Statement

|X|  Definitive Additional Materials

|_|  Soliciting Material Pursuant to§.240.14a-12


                            UNITED TRUST GROUP, INC
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                (Name of Registrant as Specified In Its Charter)

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    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

|X|  No fee required.

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     (3) Per unit  price  or other  underlying  value  of  transaction  computed
     pursuant  to  Exchange  Act Rule  0-11 (set  forth the  amount of which the
     filing   fee  is   calculated   and   state   how   it   was   determined):
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|_|  Fee paid previously with preliminary materials.

|_|  Check box if any part of the fee is offset as provided by Exchange Act Rule
     0-11(a)(2)  and identify the filing for which the  offsetting  fee was paid
     previously.  Identify the previous filing by registration statement number,
     or the Form or Schedule and the date of its filing.

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                                         [letterhead of United Trust Group, Inc]



May 19, 2003


Dear Shareholder:

     Accompanying  this letter is the proxy  statement and other proxy materials
for the Annual Meeting of Shareholders of United Trust Group,  Inc., an Illinois
corporation  ("UTG") to be held on  Wednesday,  June 11,  2003 at 10:00 a.m.  at
UTG's  corporate  headquarters  at 5250 South Sixth  Street  Road,  Springfield,
Illinois 62703. This letter is intended to clarify certain information contained
in the proxy  statement  regarding  the number of directors to be elected at the
Annual Meeting.

     The proxy  statement  indicates  that the  Annual  Meeting is being held to
elect  nine  directors  of UTG to  serve  for a term  of 1 year or  until  their
successors are elected and qualified.  Under UTG's bylaws, the size of the Board
of Directors is currently set at nine  directors.  The proxy  statement  however
only lists eight nominees. As indicated in the proxy statement,  Milliard Oakley
resigned  from the board of directors on March 20, 2003.  The Board of Directors
of UTG has not yet identified a possible  replacement to fill the vacancy on the
Board of Directors  created by his  resignation,  and  therefore  there are only
eight nominees identified in the proxy statement for election as directors.  The
form of proxy included with the accompanying proxy materials can only be used by
you to vote for no more than eight nominees for directors.

     If you have any questions regarding this matter,  please do not hesitate to
contact our Stock Department at 217-241-6410.


                                          Sincerely,



                                          Theodore C. Miller, Secretary