                                  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) FebruaryJune 135, 2001
                                                                                                                                            -----------------



                                    FIRST COMMONWEALTH CORPORATION
                           ------------------------------------------------
                                                   (Exact Name of Registrant as specified in its charter)



        VIRGINIA                                0-5392                                  54-0832816
------------------------                     ------------                          ------------------
(State or other Juris-                        (Commission                            (I.R.S. Employer
diction of incorporation                     File Number)                         identification No.)



                                                                                   5250 SOUTH SIXTH STREET
                                                                                             P.O. BOX 5147
                                                                                     SPRINGFIELD, IL 62705

                                             (Address of principal executive offices, including zip code)


                                         Regisrant's telephone number, including area code (217)-241-6300



                                                                                                                Not Applicable
                          ----------------------------------------                            ---------------
                                             (Former name or former address, if changed since last report)



ITEM 57.  OTHERFINANCIAL EVENTS

First  Commonwealth  CorporationSTATEMENTS, isPRO an  intermediate  insurance  holding  companyFORMA inFINANCIAL theINFORMATION UnitedAND TrustEXHIBITS
Group,
     (c) IncExhibits

99.1    Press corporate  structureRelease thatdated ownsJune controlling  interests5, in three life insurance  companies;2001.
Universal  Guaranty

ITEM Life Insurance9.  Company,  AppalachianREGULATION LifeFD Insurance  Company and Abraham LincolnDISCLOSURE
Insurance  Company.  The  administrative   offices  of  these  companies  are  located  primarily  in
SpringfieldUnited Trust Group, IllinoisInc.

Pursuant toand theFirst termsCommonwealth ofCorporation issued a commonjoint stockpress purchase  agreement  datedrelease Februaryon 13June 5, 2001,  
announcing the proposed merger of First Southern
Bancorp,  Inc.Commonwealth agreedCorporation towith purchaseand 563,215into sharesUnited ofTrust Group, Inc.
United Trust Group,   Inc. commonalso stockannounced fromin Larry
E.the Ryherdpress andrelease familythat atits aboard pricehas authorized the repurchase of
up to $8.001 permillion share.  The  purchase  priceof willits becommon payablestock.  For ininformation theregarding form
ofthese $881transactions,874 inreference cashis andmade ato five-yearthe
press promissoryrelease note.

Indated additionJune 5,  First Southern  Bancorp2001,  Inc.  agreed towhich purchaseis 22,500attached shareshereto ofas UnitedExhibit Trust Group,
Inc99.  common1 stock and 544incorporated sharesherein ofby
reference.





                                                  SIGNATURES


        Pursuant Firstto the  Commonwealthrequirements  Corporationof the  commonSecurities  stock  pursuantExchange toAct of 1934, the registrant has duly caused
termsthis ofreport ato commonbe stock  purchase  agreement  dated  Februarysigned 13,on 2001its withbehalf Jamesby E.the Melvilleundersigned andhereunto his
familyduly authorized.  Pursuant  to



                                    FIRST theCOMMONWEALTH termsCORPORATION
                                             (Registrant)




                                                                    By:   /s/ ofRandall the  agreement,  the  United  Trust  Group,  IncL.  shares  will beAttkisson
acquired  for                                                                        Randall $8L.00 perAttkisson
                                                                        President, shareChief Operating
                                                                          Officer and theDirector





                                                                    By:   /s/ First  Commonwealth  Corporation  sharesTheodore willC. be  acquired  forMiller
$200.00                                                                        Theodore per shareC.  The purchaseMiller
                                                                        Senior willVice bePresident inand
                                                                          Chief theFinancial formOfficer


Date:  June of5, a2001







                                                 EXHIBIT five-year  promissory  noteINDEX



No.  Mr.  Melville     Exhibit
has---     -------

99.1    June agreed5, to2001 resignPress asRelease.





Exhibit a99.1


        Joint director  Press Release of United   Trust   Group,   Inc.  and, its  subsidiaries  (including
First   Commonwealth   Corporation) atand theAppalachian closing  pursuantLife
Insurance toCompany


FOR anIMMEDIATE agreementRELEASE
June and5, release2001

FOR FirstMORE SouthernINFORMATION CONTACT
Bancorp,  IncTheodore C. Miller
(217)241-6300

SPRINGFIELD, ILLINOIS -- United Trust Group,   Inc., (NASDAQ Small Cap Market symbol UTGI) and First  
Commonwealth   Corporation and("FCC") Mr.jointly Melvilleannounced executed
concurrentlytoday withthat thetheir commonrespective stockBoards purchaseof agreement.Directors have

Followingapproved thea abovedefinitive stock  transactions,  Mr.agreement Jessewhereby T.United CorrellTrust andGroup relatedwould parties  (including  First
Southern  Funding,  LLC,  First  Southern  Bancorp,  Inc.acquire andthe other  affiliates)  willremaining owncommon or controlshares
(approximately  64.8 19%) of FCC which United Trust Group,  Inc does not currently own.  United  Trust  Group,  Inc.  ownsUnder morethe thanterms 80% of the
Firstagreement, Commonwealth  Corporation.  ThroughFCC will be merged with and into United Trust Group,  Inc.'s ownershipwith andUnited otherTrust holdingsGroup bycontinuing as the
Mrsurviving entity in the merger.  Correll

        Pursuant andto related  partiesthe merger agreement,  Mr.  Correll  controls  approximately  83% ofUnited First  Commonwealth
Corporation.  Mr.  CorrellTrust isGroup Chairmanwill ofpay the$250 Boardin ofcash Directorsfor each share of FCC
common stock not held by United Trust Group,  Inc. andThe its
varioustransaction subsidiaries,is includingsubject Firstto Commonwealthvarious Corporation.conditions precedent set

The  executionforth ofin thesethe commonmerger stock  purchase  agreements  followedagreement, aincluding special  joint  meetingthe approval of the
Boards oftransaction Directorsby ofthe Unitedshareholders Trustof Group,  IncFCC.  FCC
plans to file and mail a Proxy Statement to its subsidiaries  heldshareholders Januarycontaining 8,information 2001,about atthe whichmerger.
the  terminationInvestors ofare urged to read the employment  agreement  betweenProxy First  Commonwealth  Corporation  andStatement Jameswhen Eit becomes available.
Melville,  dated        The Julyboard 31,of 1997,  anddirectors the  termination  of JamesAppalachian E.Life MelvilleInsurance asCompany, ana officerWest orVirginia agentcorporation ofand 88%
Unitedowned Trustindirect Groupsubsidiary of FCC,  Inc. andalso alltoday ofapproved, its  subsidiaries  includingsubject theto officeshareholder ofapproval, President  witha First1- for- 6,500
Commonwealth  Corporation  were  approvedreverse bysplit of the Boardscommon stock of  Directors  of eachAppalachian ofLife the  companiesInsurance Company.  At
thisAny sameshareholder meeting,  theof BoardsAppalachian ofLife
Insurance DirectorsCompany ofwho eachwould company  approvedotherwise the  appointment  ofreceive Randalla L.
Attkissonfractional toshare fillas alla positionsresult previouslyof heldthe byreverse Mr.stock Melville.split will

Mr.  Attkissoninstead isreceive a membercash ofpayment thebased Boardupon of$6.50 Directorsper andshare Chief  Financial  Officer(pre-reverse stock split) of First  SouthernAppalachian Life
Funding,Insurance Company.  LLCIf andthe Firstreverse Southernstock Bancorp,  Inc.,split anis affiliateapproved ofby Firstits Southern  Fundingshareholders,  LLC. FirstAppalachian Life Insurance
Southern  Bancorp,  Inc.Company ownswill First  Southern  National  Bank,  whichbecome operatesa outwholly ofowned 14subsidiary locationsof in
central  Kentucky.  FirstUniversal Southern  Funding,  LLCGuaranty andLife its  affiliatesInsurance areCompany, Uniteda Trustwholly Group,  Inc.'sowned
largestsubsidiary shareholderof FCC.



                                             SIGNATURES


        PursuantAlso, to the requirementsboard of thedirectors Securities  Exchangeof ActUnited ofTrust 1934Group, theInc. registranttoday hasauthorized duly
causedthe thisrepurchase reportfrom time to
time bein signedthe onopen itsmarket behalfor byin theprivately undersignednegotiated hereuntotransactions dulyof authorized.



                                    FIRSTup COMMONWEALTHto CORPORATION
                                             (Registrant)




                                                                    By:   /s/$1 Randallmillion L.of Attkisson
                                                                       -------------------------------
                                                                        RandallUnited L.Trust AttkissonGroup's
                                                                        President,common Chiefstock.  Repurchased Operating
                                                                          Officershares andwill Director





                                                                    By:   /s/be Theodoreavailable C.for Miller
                                                                     -------------------------------
                                                                        Theodorefuture C.issuance Miller
                                                                        Seniorfor Vicegeneral Presidentcorporate andpurposes.
                                                                          Chief Financial Officer


Date:  February 16, 2001
Filing Compare · FIRST COMMONWEALTH CORP
