UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-QSB


[X]  QUARTERLY  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT
     OF 1934

                  For the quarterly period ended June 30, 1998
                                                 -------------
                                       OR

[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934

For the transition period from                       to
                               ---------------------    ------------------------

Commission file Number: 000-18464

                            EMCLAIRE FINANCIAL CORP.
        (Exact Name of small business issuer as specified in its charter)

PENNSYLVANIA                                            25-1606091
( State or other jurisdiction of                        (IRS Employer
 incorporation or organization)                         Identification Number)

612 Main Street
Emlenton, PA                                                  16373
(Address of principal executive offices)                    (Zip Code)

Issuer's telephone number, including area code: (724) 867-2311

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 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

As of August 10, 1998, there were 1,081,453  shares  outstanding of the issuer's
common stock, par value $1.25 per share.




                                       1
<PAGE>



                            Emclaire Financial Corp.
                    INDEX TO QUARTERLY REPORT OF FORM 10-QSB

<TABLE>
<CAPTION>
Part I            Financial Information                                                             Page
<S>               <C>               <C>                                                       <C>

                  Item 1.           Consolidated Financial Statements (Unaudited)         

                                    Consolidated Balance Sheet, June 30, 1998 and
                                    December 31, 1997                                                 3

                                    Consolidated Statement of Income
                                    Three months ended June 30, 1998 and 1997 and
                                    Six months ended June 30, 1998 and 1997                           4

                                    Consolidated Statement of Comprehensive Income
                                    Three months ended June 30, 1998 and 1997 and
                                    Six months ended June 30, 1998 and 1997                           5

                                    Consolidated Statement of Changes in
                                    Stockholders' Equity                                              6

                                    Consolidated Statement of Cash Flows
                                    Six months ended June 30, 1998 and 1997                           7

                                    Notes to Consolidated Financial Statements                     8 - 9


                  Item 2.           Management's Discussion and Analysis of Financial
                                    Condition and Results of Operations                           10 -14


Part II           Other Information

                  Item 1.           Legal Proceedings                                                 15

                  Item 2.           Changes in Securities                                             15

                  Item 3.           Defaults Upon Senior Securities                                   15

                  Item 4.           Submission of Matters to a Vote of Securities Holders             15

                  Item 5.           Other Information                                                 15

                  Item 6.           Exhibits and Reports on Form 8-K                                  16

                  Signatures                                                                          20
</TABLE>

                                       2
<PAGE>

                            EMCLAIRE FINANCIAL CORP.
                           CONSOLIDATED BALANCE SHEET
              (Unaudited - dollars in thousands, except share data)

<TABLE>
<CAPTION>
                                                               June 30,       December 31,   
                                                                 1998            1997
                                                           ---------------- ----------------
<S>                                                             <C>             <C>     
ASSETS                                                                          
     Cash and due from banks                                    $  4,730        $  4,975
     Federal funds sold                                            2,900            --
     Investment securities:                                                     
        Available for sale                                        30,228          31,977
        Held to maturity (estimated market value                                
            of $4,327 and $6,053)                                  4,314           6,057
     Loans                                                        92,281          86,144
     Less allowance for loan losses                                  905             874
                                                                --------        --------
        Net loans                                                               
                                                                  91,376          85,270
     Premises and equipment                                        3,123           2,619
     Accrued interest and other assets                             2,939           3,058
                                                                --------        --------
                                                                                
            TOTAL ASSETS                                        $139,610        $133,956
                                                                ========        ========
                                                                                
LIABILITIES                                                                     
     Deposits                                                                   
        Non-interest bearing demand                             $ 22,015        $ 19,765
        Interest bearing demand                                   17,603          17,276
        Savings                                                   16,140          16,261
        Money market                                              17,381          18,077
        Time                                                      49,945          46,276
                                                                --------        --------
            Total deposits                                                      
                                                                 123,084         117,655
     Obligation under capital lease                                   41              63
     Borrowed funds                                                2,000           2,200
     Accrued interest and other liabilities                          604             540
                                                                --------        --------
            TOTAL LIABILITIES                                                   
                                                                 125,729         120,458
                                                                --------        --------
STOCKHOLDERS' EQUITY                                                            
     Preferred stock, par value $1.00, 3,000,000 shares                         
        authorized; none issued                                     --              --
     Common stock, par value $1.25 per share;                                   
        12,000,000 shares authorized, 1,081,453 shares issued      1,352           1,352
     Additional paid in capital                                    4,432        
     Retained earnings                                             7,873           7,492
     Net unrealized gain on securities                               224             222
                                                                --------        --------
            TOTAL STOCKHOLDERS' EQUITY                            13,881          13,498
                                                                --------        --------
                                                                                
            TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY          $139,610        $133,956
                                                                ========        ========
</TABLE>                                                                        
                                                                           
See accompanying notes to the consolidated financial statements.

                                       3
<PAGE>

                            EMCLAIRE FINANCIAL CORP.
                        CONSOLIDATED STATEMENT OF INCOME
            (Unaudited - dollars in thousands, except per share data)
<TABLE>
<CAPTION>

                                           Three Months Ended June 30,   Six Months Ended June 30,
                                           ---------------------------   -------------------------
                                                  1998     1997               1998     1997     
                                                  ----     ----               ----     ----     
<S>                                             <C>      <C>                <C>      <C>   
INTEREST INCOME                                                            
     Loans, including fees                      $1,972   $1,699             $3,898   $3,245
     Interest bearing deposits in other banks        1        1                  1        1
     Federal funds sold                             53       14                 65       32
     Investment securities:                                                
        Taxable                                    484      585                997    1,205
        Exempt from federal income tax              44       46                 96       96
                                                ------   ------             ------   ------
            Total interest income                2,554    2,345              5,057    4,579
                                                ------   ------             ------   ------
                                                                           
INTEREST EXPENSE                                                           
     Deposits                                      974      890              1,932    1,788
     Borrowed funds                                 31        7                 60       10
     Lease obligation                                1        1                  2        3
                                                ------   ------             ------   ------
            Total interest expense               1,006      898              1,994    1,801
                                                ------   ------             ------   ------
NET INTEREST INCOME                              1,548    1,447              3,063    2,778
                                                                           
Provision for loan losses                           55       70                100      115
                                                ------   ------             ------   ------
                                                                           
NET INTEREST INCOME AFTER                                                  
     PROVISION FOR LOAN LOSSES                   1,493    1,377              2,963    2,663
                                                ------   ------             ------   ------
                                                                           
OTHER OPERATING INCOME                                                     
     Service fees on deposit accounts              134      122                256      206
     Other                                          46       29                 83       52
                                                ------   ------             ------   ------
            Total other operating income           180      151                339      258
                                                ------   ------             ------   ------
                                                                           
OTHER OPERATING EXPENSE                                                    
     Salaries and employee benefits                618      554              1,202    1,110
     Occupancy, furniture and equipment            201      170                384      343
     Other                                        418      371                792      711
                                                ------   ------             ------   ------
            Total other operating expense        1,237    1,095              2,378    2,164
                                                ------   ------             ------   ------
                                                                           
Income before income taxes                         436      433                924      757
Income taxes                                       134      133                283      228
                                                ------   ------             ------   ------
                                                                           
NET INCOME                                      $  302   $  300             $  641   $  529
                                                ======   ======             ======   ======
                                                                           
EARNINGS PER SHARE                              $ 0.28   $ 0.28             $ 0.59   $ 0.49
DIVIDENDS PER SHARE                               0.12    0.105               0.24     0.21
                                                                           
</TABLE>                                                                   
                                                                 
See accompanying notes to the consolidated financial statements.

                                       4

<PAGE>

                            EMCLAIRE FINANCIAL CORP.
                 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
            (Unaudited - dollars in thousands, except per share data)
<TABLE>
<CAPTION>
                                     Three Months Ended June 30,       Six Months Ended June 30,
                                     ---------------------------       -------------------------
                                             1998    1997                      1998    1997   
                                            -----   -----                     -----   -----
                                                                            
<S>                                         <C>     <C>                       <C>     <C>  
Net Income                                  $ 302   $ 300                     $ 641   $ 529
                                                                            
Other Comprehensive income, net of tax                                      
     Unrealized gain (loss) on securities       9     183                         2    (106)
                                            -----   -----                     -----   -----
                                                                            
COMPREHENSIVE NET INCOME                    $ 311   $ 483                     $ 643   $ 423
                                            =====   =====                     =====   =====
</TABLE>
                                                                            


See accompanying notes to the consolidated financial statements.

                                       5
<PAGE>

                            EMCLAIRE FINANCIAL CORP.
            CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
           (Unaudited - dollars in thousands, except per share data)

<TABLE>
<CAPTION>
                                                                                                 Net
                                                       Additional                             Unrealized
                                      Common            Paid in             Retained           Gain on
                                      Stock             Capital             Earnings          Securities            Total
                                     -------            --------             -------            -------           --------     
                                                                                                                  
<S>                                  <C>                 <C>                 <C>                <C>               <C>   
Balance December 31, 1997            $ 1,352               4,432               7,492                222             13,498
                                                                                                                  
Net income                                                                       641                                   641    
Dividends declared                                                                                                
     ($.24 per share)                                                           (260)                                 (260)    
 Net unrealized gain on securities                                                                    2                  2      
                                     -------             -------             -------            -------            -------
                                                                                                                  
Balance June 30, 1998                $ 1,352             $ 4,432             $ 7,873            $   224            $13,881
                                     =======             =======             =======            =======            =======
                                                                                                                  
</TABLE>                                                                  




See accompanying notes to the consolidated financial statements.

                                       6

<PAGE>

                            EMCLAIRE FINANCIAL CORP.
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                       (Unaudited - dollars in thousands)
<TABLE>
<CAPTION>

                                                                                 Six Months Ended June 30,
                                                                                      1998       1997
                                                                                   ----------  --------
<S>                                                                                <C>         <C>         
OPERATING ACTIVITIES
     Net income                                                                    $    641    $    529    
     Adjustments  to  reconcile  net income to net cash  provided  by  operating
        activities:
            Depreciation and amortization                                               303         299
            Net amortization of investment security
                discounts and premiums                                                   71         109
            Provision for loan losses                                                   100         115
            Decrease in accrued interest receivable                                      32          13
            Increase in accrued interest payable                                         36           2
            Other, net                                                                  (44)       (122)
                                                                                   --------    --------
                Net cash provided by operating activities                             1,139         945
                                                                                   --------    --------

INVESTING ACTIVITIES
     Proceeds from maturities and repayments of investment securities:
            Available for sale                                                        2,000       3,000
            Held to maturity                                                          1,720       2,458
     Proceeds from sales of investment securities:
            Available for sale                                                         --         1,990
     Purchases of investment securities:
            Available for sale                                                         (295)     (1,051)
     Net loan originations                                                           (6,215)    (11,937)
     Purchases of premises and equipment                                               (641)        (64)
     Proceeds from sales of premises and equipment                                     --            10
                                                                                   --------    --------
                Net cash used for investing activities                               (3,431)     (5,594)
                                                                                   --------    --------

FINANCING ACTIVITIES
     Net increase (decrease) in deposits                                              5,429         (34)
     Increase (decrease) in short-term borrowings                                      (200)      2,075
     Payments for obligation under capital lease                                        (22)        (20)
     Cash dividends paid                                                               (260)       (227)
                                                                                   --------    --------
                Net cash provided by financing activities                             4,947       1,794
                                                                                   --------    --------

                Increase in cash and cash equivalents                                 2,655      (2,855)

CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR                                        4,975       8,242
                                                                                   --------    --------

CASH AND CASH EQUIVALENTS AT END OF PERIOD                                         $  7,630    $   5387
                                                                                   ========    ========
</TABLE>

See accompanying notes to the consolidated financial statements.

                                       7

<PAGE>
                            EMCLAIRE FINANCIAL CORP.
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

1. GENERAL

The accounting and financial  reporting polices of Emclaire  Financial Corp. and
its  wholly-owned  subsidiary The Farmers  National Bank of Emlenton  ("Bank" or
"Farmers"),  conform to generally accepted accounting  principles and to general
practice  within  the  banking  industry.  In the  opinion  of  management,  the
accompanying  unaudited  consolidated financial statements of Emclaire Financial
Corp.  ("Company" or  "Emclaire")  contain all  adjustments,  consisting of only
normal and recurring  adjustments,  necessary for the fair  presentation  of the
Company's  financial  position,  results  of  operations  and cash flows for the
periods  presented.  The results of operations  for the interim  periods are not
necessarily indicative of the results to be expected for the full year.

2. PROPOSED MERGER ACQUISITION

On  April  7,  1998,  the  Company  entered  into an  Agreement  and Plan and of
Reorganization  with Peoples Savings Financial  Corporation  ("Peoples") and its
wholly-owned subsidiary Peoples Savings Bank ("Peoples Savings") to acquire 100%
of the  outstanding  common  shares of Peoples  for $26 per share,  payable in a
combination of cash and Emclaire  common stock, in a transaction to be accounted
for as a purchase.  Upon  completion  of the merger,  the  operations of Peoples
Savings will be consolidated  with and become part of Farmers.  The merger which
is subject to regulatory  approval and the approval of the  shareholders of both
the Company and Peoples is  expected  to be  completed  in the third  quarter of
1998. At December 31, 1997,  Peoples had total assets,  total deposits and total
capital of $44.5 million,  $35.1 million and $9.3 million,  respectively.  It is
expected this transaction will be completed prior to September 30, 1998.

3. EARNINGS PER SHARE

In December 1997, the Company adopted the Financial  Accounting  Standards Board
Statement No. 128 "Earnings per Share". This statement requires the presentation
of basic an diluted  earnings per share.  Basic  earnings per share excludes the
dilutive  effects  of such  items as stock  options,  warrants  and  convertible
securities,  while diluted  earnings per share  reflects the dilutive  effect of
these  common  stock  equivalents.   The  Company  maintains  a  simple  capital
structure,  thus resulting in no dilutive effects on earnings per share. For the
three and six month periods ending June 30, 1998 and 1997, the average number of
shares  outstanding  totaled  1,081,453,  after giving  effect to a five percent
stock dividend issued in December 1997.

4. COMPREHENSIVE INCOME

Effective  January  1,  1998,  the  Company  adopted  the  Financial  Accounting
Standards  Board  Statement  No.  130  "Reporting  Comprehensive  Income".  This
statement  establishes  standards for reporting the components of  comprehensive
income by  requiring  all items that are to be  recognized  as under  accounting
standards  as  components  of  comprehensive  income  be  reported  a  financial
statement  that is  displayed  with  the  same  prominence  as  other  financial
statements.  Comprehensive income includes net income, as well as, certain items
that are reported directly within separate  components of stockholders'  equity,
and thus bypass net income.  Financial statements for earlier periods,  provided
for comparative  purposes, have been reclassified.


                                       8
<PAGE>

The Company has opted to disclose  comprehensive  income in a separate financial
statement,  in which the components of comprehensive income are presented net of
applicable  income taxes. The following table sets forth the related tax effects
allocated to each element of  comprehensive  income for the three and six months
ended June 30, 1998 and 1997:  
<TABLE>
<CAPTION>
   
                                                                            Three Months Ended June 30, 1998
                                                                            --------------------------------
                                                                         Before         Tax               Net of
                                                                       Tax Amount      Benefit          Tax Amount
                                                                       ----------      -------          ----------
<S>                                                                    <C>             <C>                <C>       
Unrealized gain on securities:
     Unrealized holding gain during the period                         $      12       $      3           $     9   
                                                                       ---------       --------           -------   
        Other comprehensive income                                     $      12       $      3           $     9
                                                                       =========       ========           =======
</TABLE>
                                                                        

<TABLE>
<CAPTION>

                                                                           Three Months Ended June 30, 1997
                                                                           --------------------------------
                                                                      Before               Tax             Net of
                                                                    Tax Amount           Benefit         Tax Amount
                                                                    ----------           -------         ----------
<S>                                                                  <C>               <C>                <C>     
Unrealized gain (loss) on securities:
     Unrealized holding gain during the period                       $    277          $      94          $    183
                                                                     --------          ---------          --------
          Other comprehensive income                                 $    277          $      94          $    183
                                                                     ========          =========          ========
</TABLE> 
<TABLE>
<CAPTION>

  
                                                                          Six Months Ended June 30, 1998
                                                                     Before              Tax              Net of
                                                                   Tax Amount           Benefit         Tax Amount
                                                                   ----------           -------         ----------
<S>                                                                 <C>                <C>                <C>       
Unrealized gain on securities:
     Unrealized holding gain during the period                      $       4          $        2         $      2  
                                                                    ---------          ----------         --------  
                                
        Other comprehensive income                                  $       4          $        2         $      2
                                                                    =========          ==========         ========
</TABLE>

<TABLE>
<CAPTION>
                                                                          Six Months Ended June 30, 1997
                                                                          ------------------------------
                                                                     Before              Tax               Net of
                                                                   Tax Amount           Benefit         Tax Amount
                                                                   ----------           -------         ----------
<S>                                                              <C>                  <C>                <C>       
Unrealized gain on securities:
     Unrealized holding loss during the period                   $         (161)      $       (55)       $    (106)
                                                                 --------------       -----------        --------- 
        Other comprehensive income                               $         (161)      $       (55)       $    (106)
                                                                 ==============       ===========        ========= 
</TABLE>
                                                                  

The  components of  accumulated  other  comprehensive  income for the six months
ended  June 30,  1998,  consist of the items  presented  under the  heading  Net
Unrealized  Gain on  Securities  as 

                                       9

<PAGE>

presented in the Consolidated  Statement of Changes in Stockholders' Equity. For
the  six  months  ended  June  30,  1997,  the  net  unrealized  gain or loss on
securities had a beginning  balance of $124, a net unrealized  loss of $106, and
an ending balance of $18.

5. LOANS

Major classifications of loans are summarized as follows:

                                          June 30,     December 31,
                                            1998          1997
                                         ---------     ------------

Commercial and industrial                $11,378          11,147
Real estate mortgages
     Residential                          50,325          45,709
     Commercial and other                 16,625          15,188
Consumer                                  13,953          14,100
                                         -------         -------
                                          92,281          86,144
Less allowance for loan losses               905             874
                                         -------         -------

                                         $91,376         $85,270
                                         =======         =======

The Bank's primary business  activity is with customers  located within Venango,
Clarion,   and  Butler  Counties.   Commercial,   residential,   personal,   and
agricultural  loans  are  granted.  Although  the  Bank has a  diversified  loan
portfolio  at June  30,  1998  and  December  31,  1997,  loans  outstanding  to
individuals  and businesses  are dependent  upon the local  economic  conditions
within the immediate trade area.

6. RECENT ACCOUNTING PRONOUNCEMENTS

In June  1998,  the  Financial  Accounting  Standards  Board  adopted  Financial
Accounting  Standards  Statement No. 133 "Accounting for Derivative  Instruments
and  Hedging  Activities".   This  statement   establishes  standards  requiring
companies to record  derivatives  on the balance sheet as assets or  liabilities
measured at fair value.  Gains or losses resulting from changes in the values of
derivatives would be accounted for based on whether the instrument qualifies for
hedge  accounting.  To  qualify  for hedge  accounting  treatment,  the  hedging
relationship  must be  highly  effective  in  achieving  the goal of  offsetting
changes in either fair value or cash flows.  This  statement  is  effective  for
fiscal years beginning  after June 15, 1999.  Management has not fully evaluated
the impact the adoption of Statement No. 133 may have on the financial condition
or the results of operations.  However,  it is not  anticipated  the adoption of
this statement will have a material impact.

                                       10
<PAGE>

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

Certain  information  presented  in  this  discussion  and  analysis  and  other
statements   concerning  future   performance,   developments  or  events,   and
expectations  for growth and market  forecasts  are subject to a number of risks
and uncertainties,  including  interest rate  fluctuations,  changes in local or
national economic  conditions,  and government or regulatory actions which might
cause actual results to differ materially from stated expectations or estimates.

Comparison of the Three Months Ended June 30, 1998 and 1997
-----------------------------------------------------------

Net  Income - Net  income  for the three  months  ended  June 30,  1998  totaled
$302,000  or $.28 per  share,  approximating  the  $300,000  or $.28  per  share
recorded  during the same period in 1997,  adjusted for the five  percent  stock
dividend  paid in December  1997.  Net income  remained  stable due to increased
operating costs,  specifically  those associated with the opening of the de novo
branch office in the Clarion Mall in March 1998.  These costs  approximated  the
increases in net interest  income and other income which rose $101,000 or 7% and
$29,000 or 19%,  respectively for the comparative three month periods ended June
30, 1998 and 1997.

The reported net income  resulted in  annualized  returns on average  assets and
average  equity  of .87% and 8.72%  for the  quarter  ended  June 30,  1998,  as
compared  to returns of .94% and 9.46% for the same  period in 1997.  Net income
for the  second  quarter  of 1998 as  compared  to the  first  quarter  of 1998,
represents  a decrease of $37,000 or 11%.  This decline is  attributable  to the
operating  expenses  of the  newest  branch  office  opened  in March  1998,  as
discussed in the Other Operating Expense section of this report.

Interest  Income - Interest  income  for the three  months  ended June 30,  1998
increased  approximately $209,000 or 9% from the same period in 1997, due to the
increase in the loan  portfolio.  The average  balance of the loan portfolio for
the quarter ended  increased $13.5 million from the same period in 1997 to $90.5
million,  due largely to the increase in  residential  mortgage  loans.  The tax
equivalent yield on the loan portfolio for the quarter  decreased 3 basis points
to  8.84%  from the  same  period  in 1997,  due to the  impact  of the  ongoing
refinancing of mortgage loans, particularly residential mortgages.

Average investment  securities for the second quarter of 1998 were $34.6 million
resulting in a tax-equivalent yield of 6.39% for the quarter,  compared to $41.5
million and 6.34%  during the same period in 1997.  Due to ongoing  loan demand,
investment  portfolio maturities generally continue to be reinvested in the loan
portfolio.

As a result of the growth in the volume of earning assets, combined with funding
loan growth with  securities  maturities,  the tax  equivalent  yield on earning
assets  rose to 8.08%  during the second  quarter of 1998,  as compared to 7.96%
during the same period in 1997.

Interest expense - Interest expense  increased  $108,000 or 9% during the second
quarter of 1998, as compared to the same period in 1997.  The average  volume of
interest  bearing  liabilities  during the quarter  increased $6.0 million or 6%
during the comparative periods, while the overall rate paid on these liabilities
rose from 3.75% to 3.95%.  This  higher  cost of funds is related to 

                                       11
<PAGE>

continuing  competition for deposit customers,  combined with the use of Federal
Home Loan Bank advances as an alternative source of funds.

Despite the generally low interest rate environment, the ongoing competition for
deposit  customers  by  traditional  and   non-traditional   financial  services
providers, continues to affect the overall cost of funds.

Net  Interest  Income - As a result of the  increase  in the  volume of  earning
assets  which more than offset the  increase in interest  expense,  net interest
income rose  $101,000 or 7% for the quarter  ended June 30, 1998, as compared to
the same period in 1997. The net tax equivalent  yield on earning assets for the
quarter was 4.95%, equaling the yield earned during the same period in 1997.

Provision for Loan Losses - Based upon  management's  ongoing  assessment of the
quality of the loan portfolio, and considering the growth experienced during the
quarter,  the provision  for loan losses for the second  quarter of 1998 totaled
$55,000, as compared to $70,000 provided during the same period in 1997.

Other operating income - Other operating income increased $29,000 or 19% for the
second quarter of 1998, due principally to the impact of fees generated from new
or  enhanced  products  and  services  introduced  during  the  second and third
quarters of 1997,  combined with the increase in the number of deposit accounts.
During  the second  quarter  of 1997,  convenience  fees  levied on  non-Farmers
customers  who use an ATM  sponsored by Farmers  National  Bank were  initiated.
While during the third quarter of 1997, the Bank introduced its  MasterMoney(TM)
debit card.  These  changes  resulted in new or additional  fee income  totaling
$19,000  during the second  quarter of 1998,  as  compared to the same period in
1997. The remaining  increase in fee income is attributed to the increase in the
number of deposit accounts.

Other  Operating  Expense - During  the  second  quarter  of 1998,  total  other
operating  expenses  increased  $142,000  or 13% to $1.2  million  from the same
period in 1997. The rise in other operating expenses is due,  principally to the
added  costs of  operating  the branch  office  facility  opened in March  1998,
combined  with  increases in recurring  expenses for such things as salaries and
employee benefits, equipment service contracts and ATM network fees.

The operation of the Clarion Mall office  resulted in  approximately  $59,000 of
additional operating expenses during the second quarter of 1998. These costs are
considered  to be  recurring,  and can be  expected  to be subject  to  periodic
increases  for  such  items as  salary  and  benefit  adjustments,  office  rent
escalation  and  other  costs  normally   subject  to  inflationary  or  pricing
increases.  While the  results of  operations  for this  office are in line with
projections,  overall  deposit and loan growth to date have fallen  short of the
projected results.

Salary and employee  benefit costs increased  $63,000 or 11%, due principally to
an accrual for a profit sharing  payments  totaling  $30,000 recorded during the
second quarter of 1998, that was not recorded during the same period in 1997. In
addition,   scheduled   employee  health   insurance   premiums  have  increased
approximately 14% for 1998,  resulting in a $10,000 increase for the three month
period  in  1998  as  compared  to  1997.  The  remaining  increase  is  largely
attributable to employee costs associated with the Clarion Mall office.

                                       12
<PAGE>

Occupancy and equipment costs increased $30,000 or 18% during the second quarter
of 1998, as compared to the same period in 1997.  Periodic costs associated with
equipment service contracts  accounted for $10,000 of the increase.  These costs
relate  principally  to  maintenance  agreements on the Bank's data and document
processing equipment.  As discussed in the "Financial Condition" section of this
report,  much of this  equipment is scheduled to be upgraded or replaced,  which
may help to  control  in the  short-term  the  related  maintenance  costs.  The
remaining  increase is largely  attributable to occupancy costs  associated with
the Clarion Mall office.  When the data center  becomes  operational  during the
third quarter of 1998,  overhead  costs  related to the building and  furniture,
excluding upgrades to the Bank's data processing and check processing equipment,
are  estimated  to be  approximately  $75,000 the first full year of  operation.
Refer  to the  "Financial  Condition"  section  of this  report  for  additional
discussion of the data center facility.

Other operating  expense  increased  $50,000 or 14% during the second quarter of
1998,  as compared to the same period in 1997,  due to  increased  ATM and debit
card processing  fees which  increased  $13,000 or 56% to $37,000 for the second
quarter of 1998. Printing and supplies increased $6,000 or 17% to $40,000 due to
costs  associated  with opening the Clarion Mall branch office.  Telephone costs
increased $10,000 or 40%, due to a combination of the additional office location
and rate increases for data communications  lines used in the wide area computer
network.  During the third quarter of 1998,  management  will be reviewing  data
communications  configuration  and  costs,  in  order  to  improve  the  overall
operation of the wide area network and control future operating costs. While any
change in the communications  configuration may result in a moderate increase in
monthly  operating  costs,  the improvement in the operation of the network will
allow for direct uploading of new customer loan and deposit  information helping
to control future personnel costs, by reducing the time devoted to inputting new
account information.

Income Taxes - The  provision  for income taxes of $134,000 for the three months
ended June 30, 1998,  approximated the $133,000  recorded during the same period
of 1997.  Income  taxes as a  percentage  of pre-tax  earnings was 30.7% for the
comparative three month periods.

Comparison of the Six Months Ended June 30, 1998 and 1997

Net Income - Net income for the six months ended June 30, 1998 totaled  $641,000
or $.59 per share, as compared to $529,000 or $.49 per share for the same period
in 1997, an increase of $112,000 or 21%.

Net Interest Income - Net interest income  increased  $285,000 or 10% during the
first half of 1998,  as compared to the same period in 1997. As discussed in the
"Comparison  of the Three Months  Ended June 30, 1998 and 1997"  section of this
report,  the increase in loan volume has been  principally  responsible  for the
increase in net interest income.  For the six months ended June 30, 1998 the net
tax equivalent  yield on earning assets was 4.93%,  as compared to 4.81% for the
same period in 1997.

Provision  for Loan  Losses - The  provision  for loan  losses for the first six
months of 1998 totaled  $100,000,  as compared to $115,000  recorded  during the
same period in 1997.  The  decrease in the  provision is  representative  of the
moderation  experienced in loan growth as discussed in the "Financial Condition"
section of this report.

                                       13
<PAGE>

Other  Operating  Income - Other  operating  income of  $339,000  represents  an
increase  of  $81,000  or 31%  for the  comparative  year-to-date  periods.  The
increase is largely attributed to fee adjustments or implementations  during the
second and third quarters of 1997, for such things as ATM  convenience  charges,
debit card fees, and adjusted return check and overdraft charges.

Other  Operating  Expense  - For the first six  months of 1998  other  operating
expenses totaled $2.4 million as compared to $2.2 million for the same period in
1997,  an  increase of $214,000  or 10%.  Operating  costs for the Clarion  Mall
office accounted for approximately $70,000 of the total increase.  The remaining
increase  can be  attributed  to increases in normal  recurring  costs,  such as
salaries and employee benefits,  ATM and debit card operating costs,  telephone,
and printing and supplies, as discussed in the previous section of this report.

Income Taxes - The  provision  for income taxes for the first six months of 1998
totaled  $283,000,  as compared to $228,000  during the same period in 1997. The
increase is  attributed  to the increase in pre-tax  income.  For the six months
ended June 30, 1998,  income tax expense  represented 31% of pre-tax income,  as
compared to 30% for the same period in 1997.

Financial Condition
-------------------

At June 30,  1998,  the Company  reported  total  consolidated  assets of $139.6
million, an increase of $5.6 million or 4% from December 31, 1997. This increase
in total assets  resulted  from an increase in total  deposits  which rose 5% to
$123.1 million from $117.7 million at December 31, 1997.

The increase in deposits resulted from the demand deposit, NOW, savings and time
deposit segments of the portfolio which increased $2.3 million, $1.3 million and
$2.2  million  respectively.  These  increases  offset  declines in money market
accounts. As previously discussed,  competition for deposit customers continues.
The Company continues to focus on its personal customer service, while providing
deposit services at minimal or no fees, and offering  competitive interest rates
to maintain or improve its share of the deposit market.

Total loans  increased  $6.1 million or 7% to $92.3 million during the first six
months  of 1998.  This  increase  represents  a decline  from the $11.9  million
increase  during the first six months of 1997.  The  increase is  attributed  to
continuing customer loan demand,  particularly  demand for residential  mortgage
loans, which increased $1.3 million from December 31, 1997. Commercial and other
real estate  loans  increased  $1.2 during the same  period.  The three  offices
opened or  acquired in 1996  continue  to account  for the  majority of the loan
growth providing $4.4 million or 72% of the growth  experienced during the first
half of 1998.

While loan growth  continues to be strong,  the decline in the  comparative  six
month periods indicates a moderate  lessening in loan demand.  Should this trend
continue, it is likely that total interest income over the next two quarters, in
comparison to the same periods in 1997, will continue to level off.

In August 1997,  construction  commenced on the Bank's data  processing  center.
Construction  was completed  during the second quarter of 1998, and the facility
is scheduled to become operational during the third quarter.  Construction costs
amounted to approximately $1 million. In addition, furniture and equipment costs
totaled  approximately  $175,000.  During the second 

                                       14
<PAGE>

quarter of 1998,  management  completed a review of the Bank's  data  processing
capabilities and determined it necessary to upgrade its main frame computer.  In
addition to upgrading the computer  system,  a check imaging system will also be
implemented.  Check imaging  allows for the storage of digital  images of checks
and  other  documents,  which  can then be  readily  retrieved  from a  computer
workstation. The implementation of this system should reduce the number of times
a document needs to be handled, reduce or control postage costs, and improve the
effectiveness of customer service research.  The combined capital outlay for the
computer  upgrade and check  imaging  system is expected to total  approximately
$500,000.

Stockholders'  equity of $13.9 million at June 30, 1998,  represented a $383,000
or 3% increase  from  December 31, 1997,  due  principally  from $381,000 of net
retained  income  for the year to date.  At June 30,  1998,  the Bank had Tier 1
risk-based,  total  risk-based and leverage  capital ratios of 13.7%,  14.7% and
8.9%, respectively.  Each of these ratios exceeds the minimum ratios mandated by
law and banking regulations.

The planned  acquisition of Peoples will increase total assets,  total loans and
total  deposits   approximately  $45  million,  $32  million  and  $35  million,
respectively. Total stockholders' equity will increase approximately $7 million,
through the issuance of additional common shares in the merger.

Liquidity
---------

Operating  activities,  particularly  net income of $641,000,  depreciation  and
amortization  of  $303,000,  and the  provision  for loan  losses  of  $100,000,
provided cash totaling $1.1 million which was used to fund investing  activities
during the first six months of 1998.

As a result  of the  continuing  loan  demand  previously  discussed,  financing
activities  used  approximately  $3.4  million in funds during the first half of
1998, as compared to $5.6 million used during the same period in 1997.  Net loan
originations  used $6.2  million  and was  partially  funded  by net  investment
maturities which totaled  approximately $3.4 million. By comparison,  during the
first three months of 1997, net loan originations  totaled $11.9 million,  which
was  partially  funded by net  investment  maturities  and sales  totaling  $6.4
million.  In  addition,  approximately  $641,000  was used  during the first six
months of 1998 for the purchase  premises and  equipment.  These funds were used
principally toward the construction and furnishing of the data center facility.

In addition to the funds used for  investing  activities,  financing  activities
through the six months ended June 30, 1998 provided  approximately $4.9 million,
due principally to the net increase in deposits of $5.4 million. During the same
period of 1997,  financing  activities  provided  approximately  $1.8 million of
funds due to a $2.0 million increase in deposits.

Aside from  liquidity  available  from  customer  deposits or through  sales and
maturities of the investment  portfolio,  the Company has alternative sources of
funds such as lines of credit  available with a correspondent  bank. At June 30,
1998, two short-term  credit  facilities were available through the Federal Home
Loan Bank,  including a revolving line of credit of approximately  $4.6 million,
and a second revolving facility with a maximum borrowing of $10 million.


                                       15
<PAGE>

The planned  acquisition  of Peoples will be completed  through a combination of
the  issuance  of  Emclaire  common  stock and the payment of cash to holders of
Peoples common stock. It is estimated the cash portion  required to complete the
purchase will total  approximately $5.6 million.  The Company  anticipates these
funds  will be  provided  through  a  short-term  loan  from  another  financial
institution.  Subsequent  repayment  of this credit  facility  will be made from
either permanent  financing,  or from cash derived from the sale of a portion of
Peoples Savings investment portfolio.

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

Risk Elements
-------------

At June 30, 1998,  non-performing loans, including those past due ninety days or
more, and loans on nonaccrual status totaled  approximately  $722,000.  Of these
non-performing  loans,  $537,000 are  considered  to be impaired  for  financial
reporting  purposes.  These  impaired  loans  consist  of  four  commercial  and
commercial real estate loans to a single borrower,  secured by real estate.  The
borrower continues to operate under Chapter 11 bankruptcy protection. As part of
management's ongoing assessment of the loan portfolio,  $40,000 of the allowance
for loan losses at June 30, 1998, has been  allocated for these loans.  In April
1998, the borrower  completed the sale of a parcel of real estate  securing this
account.  As a result of the sale, the Company received  approximately  $148,000
which was applied against the principal balance. Management believes the Company
is adequately secured by the underlying collateral.

The following  table presents the components of  non-performing  loans and other
non-performing assets as the five most recent quarters ended:

<TABLE>
<CAPTION>


                                                   1998                                  1997
                                         ---------------------------  ---------------------------------------------
                                          June 30,        March 31,    December 31,  September 30,        June 30,
                                          --------        ---------    ------------  -------------        --------
<S>                                       <C>             <C>             <C>             <C>             <C>      
Non-performing loans
   Loans past due 90 days or more         $   55          $  132          $  171          $  134          $   61   
                                                                                                        
   Non-accrual loans                         667             828             820             856             967
                                          ------          ------          ------          ------          ------
                                                                                                       
      Total non-performing loans             722             960             991             990           1,028
                                                                                                        
Other non-performing assets                                                                             
Repossessed assets                            --              --              --              --              --
Real estate acquired through                                                                            
   foreclosure                                --              --              --              --              --
                                          ------          ------          ------          ------          ------
      Total other non-performing assets       --              --              --              --              --
                                          ------          ------          ------          ------          ------
                                                                                                       
        Total non-performing assets       $  722          $  960          $  991          $  990          $1,028
                                          ======          ======          ======          ======          ======
                                                                                                        
Non-performing loans as a percentage                                                                    
   of total loans                            .78%           1.08%           1.15%           1.19%           1.28%
Non-performing assets to assets              .52             .71             .74             .75             .79
</TABLE>
                                                                

                                       16
<PAGE>

Year 2000
---------

Management  continues to work toward  attaining  Year 2000  ("Y2K")  compliance.
Prior to entering  into  agreements  to purchase the computer and check  imaging
equipment  discussed  previously,  vendors  provided  representations  that  the
equipment and software were Y2K compliant.  In addition,  management  intends to
test computer hardware for compliance prior to it being installed.

During the second quarter of 1998,  the Bank hosted a Y2K awareness  seminar for
customers and local businesses. This seminar presented an overview of the issues
related to the century date change,  along with outlining  steps small to medium
sized businesses can take to limit their exposure to the inherent risks.

In addition to the ongoing  assessment  and testing of  equipment,  software and
vendors  discussed  in the 1997 Annual  Report,  the Company has  implemented  a
program to assess the Y2K risk that might be presented by significant commercial
customers.  Self-assessment  questionnaires  were  provided  to these  customers
during the second  quarter.  A review and assessment of the responses  should be
completed  during the third  quarter.  Customers who are  identified as posing a
significant  Y2K risk,  will be subject to periodic  review and risk  assessment
similar to the Company's periodic loan quality review.

During the second  quarter,  the Company  drafted a contingency  plan  outlining
actions to be  considered  at various  points in time for  critical  operational
functions which fail to achieve Y2K compliance by specific  dates.  For items or
vendors that are not compliant and have not achieved significant progress toward
compliance  by October 1, 1998,  the Company will begin to implement  applicable
sections of the  contingency  plan to either  replace the product or vendor,  or
implement an alternative procedure to mitigate the affected area.

All software  programs used by the Company are purchased  directly from vendors,
and are not modified internally by the Company. This eliminates the need for the
direct hiring of programmers to rewrite or modify computer software.

Management  believes that  substantially all date reliant equipment and software
will be tested and, if needed,  upgraded or replaced by December  31,  1998.  In
addition,  assessments of significant  vendors,  service providers and customers
will also be  completed.  Despite the best efforts of management to address this
issue,  the vast  number of  external  entities  that have  direct and  indirect
business  relationships with the Company,  such as customers,  vendors,  payment
system providers and other financial institutions, makes it impossible to assure
that a failure to achieve  compliance by one or more of these entities would not
have a material adverse impact on the operations of the Company.

It is not  believed  the efforts  made by the Company to achieve Y2K  compliance
will have a material impact on the financial  condition or results of operations
of the Company. The expected outlay of funds directly related to the Y2K project
is not  expected to exceed  $50,000,  over the life of the  project.  While  the
outlay of funds is not  considered to be material,  the employee time devoted to
the project has been and will continue to be significant.

                                       17
<PAGE>



PART II - OTHER INFORMATION

Item 1. Legal Proceedings

        (None)

Item 2. Changes in Securities

        (None)

Item 3. Defaults Upon Senior Securities

        (None)

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

     a) The annual meeting of  stockholders  was held May 20, 1998. Of 1,081,453
shares eligible to vote, 942,579 or 87.2% were voted in person or by proxy.

b) The following  Class A directors  were elected for a three year term expiring
in 2001:

                                              Shares              Shares 
                 Name                        in Favor            Withheld
                 ----                        --------            --------
             David L. Cox                     873,468              69,111
           Rodney C. Heeter                   868,827              73,752
           J. Michael King                    872,040              70,539

In addition to the above listed  individuals,  the following persons continue to
serve as directors:

                 Ronald L. Ashbaugh              Bernadette H. Crooks
                 George W. Freeman                 Robert L. Hunter
                 Brain C. McCarrier                  John B. Mason
                 Elizabeth C. Smith

         c)  The  recommendation  by  the  Board  of  Directors  to  ratify  the
appointment of S. R. Snodgrass,  A.C., as the Company's independent auditors, as
described in the Proxy  Statement  for the Annual  Meeting,  was  approved  with
941,529 shares in favor, 1,050 shares against.

Item 5. Other Information

        (None)

                                       18

<PAGE>



Item 6. Exhibits and Reports on Form 8-K

         (a) Exhibit 27 - Financial  Data Schedule (in  electronic  filing only)
         (b) Reports on Form 8-K

                  On April 13, 1998,  the Company  filed Form 8-K  disclosing it
                  had entered into an Agreement  and Plan of  Reorganization  to
                  acquire  all of  the  outstanding  stock  of  Peoples  Savings
                  Financial Corporation.



                                       19

<PAGE>




                                   SIGNATURES



In accordance with the  requirements of the Exchange Act, the Registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

Emclaire Financial Corp.
(Registrant)


Date: August 13, 1998                     By: /s/ David L. Cox
      ---------------                         ----------------------------------
                                              David L. Cox
                                              President and CEO


Date: August 13, 1998                     By: /s/ John J. Boczar
      ---------------                         ----------------------------------
                                              John J. Boczar, CPA
                                              Treasurer

                                       20