================================================================================

                                  UNITED STATES
                       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 the quarterly period ended March 31, 2004

                        Commission File Number: 000-18464


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


Pennsylvania                                                          25-1606091
--------------------------------------------------------------------------------
(State or other jurisdiction of                (IRS Employer Identification No.)
incorporation or organization)

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


                                 (724) 867-2311
--------------------------------------------------------------------------------
                         (Registrant's telephone number)


--------------------------------------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)

     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 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.


     Indicate by check mark whether the registrant is an accelerated filer (as
defined in rule 12b-2 of the Exchange Act). Yes |_| No |x|

The number of shares outstanding of the Registrant's common stock was 1,267,835
                               at April 30, 2004.
================================================================================

<PAGE>

                            EMCLAIRE FINANCIAL CORP.

                     INDEX TO QUARTERLY REPORT ON FORM 10-Q



                         PART I - FINANCIAL INFORMATION
                         ------------------------------

Item 1. Interim Financial Statements (Unaudited)

        Consolidated Balance Sheets as of
        March 31, 2004 and December 31, 2003...................................1

        Consolidated Income Statements for the three
        months ended March 31, 2004 and 2003...................................2

        Consolidated Statements of Cash Flows for the three
        months ended March 31, 2004 and 2003...................................3

        Consolidated Statement of Changes in Stockholders'
        Equity for the three months ended March 31, 2004 and 2003..............4

        Notes to Consolidated Financial Statements.............................5

Item 2. Management's Discussion and Analysis
        of Financial Condition and Results of Operations.......................7

Item 3. Quantitative and Qualitative Disclosures About Market Risk............12

Item 4. Controls and Procedures...............................................12

                           PART II - OTHER INFORMATION
                           ---------------------------

Item 1. Legal Proceedings.....................................................13

Item 2. Changes in Securities and Use of Proceeds.............................13

Item 3. Defaults Upon Senior Securities.......................................13

Item 4. Submission of Matters to a Vote of Security Holders...................13

Item 5. Other Information.....................................................13

Item 6. Exhibits and Reports on Form 8-K......................................13

Signatures    ................................................................14

<PAGE>

                         PART I - FINANCIAL INFORMATION

Item 1.  Interim Financial Statements
-------------------------------------

                     Emclaire Financial Corp. and Subsidiary
                           Consolidated Balance Sheets
             As of March 31, 2004 (Unaudited) and December 31, 2003
                (Dollar amounts in thousands, except share data)

                                                        March 31,   December 31,
                                                          2004         2003
                                                       ------------ ------------

                        Assets
                        ------

Cash and due from banks                                $     6,124  $     6,776
Interest-earning deposits in banks                           4,113          927
                                                       ------------ ------------
  Cash and cash equivalents                                 10,237        7,703
Securities available for sale                               51,640       49,145
Securities held to maturity; fair value of $17 and $17          17           17
Loans receivable, net of allowance for loan losses of
 $1,827 and $1,777                                         186,650      190,482
Federal bank stocks, at cost                                 1,719        1,982
Bank-owned life insurance                                    4,324        4,272
Accrued interest receivable                                  1,313        1,270
Premises and equipment                                       5,247        5,223
Goodwill                                                     1,422        1,422
Core deposit intangibles                                        46           54
Prepaid expenses and other assets                            1,062          942
                                                       ------------ ------------

       Total assets                                    $   263,677  $   262,512
                                                       ============ ============

         Liabilities and Stockholders' Equity
         ------------------------------------

Liabilities:
 Deposits:
  Noninterest bearing                                  $    37,744  $    36,332
  Interest bearing                                         185,820      180,778
                                                       ------------ ------------
       Total deposits                                      223,564      217,110
 Borrowed funds                                             15,000       20,700
 Accrued interest payable                                      490          477
 Accrued expenses and other liabilities                      1,419        1,570
                                                       ------------ ------------

   Total liabilities                                       240,473      239,857
                                                       ------------ ------------

Stockholders' Equity:
 Preferred stock, $1.00 par value, 3,000,000 shares
  authorized;
  none issued                                                    -            -
 Common stock, $1.25 par value, 12,000,000 shares
  authorized;
  1,395,852 shares issued; 1,267,835 shares
   outstanding                                               1,745        1,745
 Additional paid-in capital                                 10,871       10,871
 Treasury stock, at cost; 128,017 shares                    (2,653)      (2,653)
 Retained earnings                                          11,306       11,033
 Accumulated other comprehensive income                      1,935        1,659
                                                       ------------ ------------

   Total stockholders' equity                               23,204       22,655
                                                       ------------ ------------

       Total liabilities and stockholders' equity      $   263,677  $   262,512
                                                       ============ ============

 Common shares outstanding                               1,267,835    1,267,835
 Book value per share                                  $     18.30  $     17.87
 Tangible book value per share                         $     17.14  $     16.70

See accompanying notes to consolidated financial statements.

                                       1
<PAGE>

                     Emclaire Financial Corp. and Subsidiary
                         Consolidated Income Statements
         For the three months ended March 31, 2004 and 2003 (Unaudited)
                (Dollar amounts in thousands, except share data)

                                                         Three months ended
                                                              March 31,
                                                       -------------------------
                                                          2004           2003
                                                       ------------ ------------

Interest and dividend income:
 Loans receivable                                      $     2,983  $     2,981
 Securities:
   Taxable                                                     290          342
   Exempt from federal income tax                              174          193
 Federal bank stocks                                            11           15
 Deposits with banks and federal funds sold                      5           13
                                                       ------------ ------------
  Total interest income                                      3,463        3,544
                                                       ------------ ------------

Interest expense:
 Deposits                                                    1,090        1,110
 Borrowed funds                                                161          107
                                                       ------------ ------------
  Total interest expense                                     1,251        1,217
                                                       ------------ ------------

Net interest income                                          2,212        2,327
 Provision for loan losses                                      55           75
                                                       ------------ ------------

Net interest income after provision for loan losses          2,157        2,252
                                                       ------------ ------------

Noninterest income:
 Service fees                                                  264          243
 Gain on sale of securities available for sale                  83           14
 Gain (Loss) on sale of loans held for sale                     (2)           -
 Earnings on bank-owned life insurance                          56           58
 Other                                                          79           68
                                                       ------------ ------------
  Total noninterest income                                     480          383
                                                       ------------ ------------

Noninterest expense:
 Compensation and employee benefits                          1,086        1,093
 Premises and equipment, net                                   302          289
 Intangible amortization expense                                 8           36
 Other                                                         554          502
                                                       ------------ ------------
  Total noninterest expense                                  1,950        1,920
                                                       ------------ ------------

Income before provision for income taxes                       687          715
 Provision for income taxes                                    122          175
                                                       ------------ ------------

Net income                                             $       565  $       540
                                                       ============ ============

  Basic Earnings per Share                             $      0.45  $      0.41

 Weighted average common shares outstanding              1,267,835    1,332,835

         See accompanying notes to consolidated financial statements.

                                       2
<PAGE>

                     Emclaire Financial Corp. and Subsidiary
                      Consolidated Statements of Cash Flows
              For the three months ended March 31, 2004 (Unaudited)
                          (Dollar amounts in thousands)


                                                         For the Three Months
                                                            Ended March 31,
                                                       -------------------------
                                                          2004          2003
                                                       ------------ ------------


Net income                                             $       565  $       540
Adjustments to reconcile net income to net cash
 provided
 by operating activities:
  Depreciation and amortization for premises and
   equipment                                                   125           98
  Provision for loan losses                                     55           75
  Amortization of premiums and accretion of
   discounts, net                                               60           45
  Gain (Loss) on sale of loans                                   2            -
  Gain on sale of available for sale securities                (83)         (14)
  Earnings on bank-owned life insurance, net                   (52)         (55)
  Amortization of intangible assets                              8           36
  Change in accrued interest receivable                        (43)          55
  Change in prepaid expenses and other assets                 (120)        (334)
  Change in accrued interest payable                            13          (13)
  Change in accrued expenses and other liabilities            (151)         279
  Other                                                        (49)         (21)
                                                       ------------ ------------
 Net cash from operating activities                            330          691
                                                       ------------ ------------


Loan originations, net of principal collections              3,764         (173)
Purchases of securities available for sale                  (4,212)     (13,023)
Redemption (Purchases) of Federal bank stocks                  263         (227)
Repayments, maturities and calls of securities
 available for sale                                          1,950       13,640
Principal repayments of securities held to maturity              -           11
Proceeds from the sale of securities available for
 sale                                                          126          245
Purchases of premises and equipment                           (149)        (403)
                                                       ------------ ------------
 Net cash from investing activities                          1,742           70
                                                       ------------ ------------


Net increase in deposits                                     6,454        6,825
Increase (Decrease) in overnight borrowed funds             (5,700)           -
Dividends paid on common stock                                (292)        (280)
                                                       ------------ ------------
 Net cash from financing activities                            462        6,545
                                                       ------------ ------------

                                                             2,534        7,306
                                                             7,703        7,716
                                                       ------------ ------------
                                                       $    10,237  $    15,022
                                                       ============ ============

Interest paid                                          $     1,238  $     1,230
Income taxes paid                                                -           48



See accompanying notes to consolidated financial statements.

                                       3
<PAGE>

                     Emclaire Financial Corp. and Subsidiary
            Consolidated Statement of Changes in Stockholders' Equity
         For the three months ended March 31, 2004 and 2003 (Unaudited)
                          (Dollar amounts in thousands)


                                                         Three Months Ended,
                                                              March 31,
                                                         2004          2003
                                                       ------------ ------------

    Balance at beginning of period                     $    22,655  $    22,680

       Net income                                              565          540

       Change in net unrealized gain on available
        for sale securities, net of taxes                      330           93
       Less reclassification adjustment for gains
        included
       in net income, net of taxes                             (54)          (9)
                                                       ------------ ------------
       Other comprehensive income                              276           84

    Total comprehensive income                                 841          624

    Dividends paid                                            (292)        (280)
                                                       ------------ ------------

    Balance at end of period                           $    23,204  $    23,024
                                                       ============ ============

    Common cash dividend per share                     $      0.23  $      0.21
                                                       ------------ ------------

See accompanying notes to consolidated financial statements.

                                       4
<PAGE>

                     Emclaire Financial Corp. and Subsidiary
                   Notes to Consolidated Financial Statements

1.   Business and Basis of Presentation

     Emclaire  Financial Corp. (the  Corporation) is a Pennsylvania  corporation
     and  bank  holding  company  that  provides  a full  range  of  retail  and
     commercial   financial  products  and  services  to  customers  in  western
     Pennsylvania through its wholly owned subsidiary bank, the Farmers National
     Bank  of  Emlenton  (the  Bank),  a  national  banking   association.   The
     consolidated  financial statements contained herein include the accounts of
     the Corporation and the Bank, which operate as one operating  segment.  All
     inter-company amounts have been eliminated.

     The  accompanying  unaudited  consolidated  financial  statements  for  the
     interim periods  include all  adjustments,  consisting of normal  recurring
     accruals,  which are  necessary,  in the opinion of  management,  to fairly
     reflect the  Corporation's  financial  position and results of  operations.
     Additionally,  these  consolidated  financial  statements  for the  interim
     periods  have  been  prepared  in  accordance  with  instructions  for  the
     Securities and Exchange Commission's Form 10-Q and therefore do not include
     all  information  or footnotes  necessary  for a complete  presentation  of
     financial  condition,  results of  operations  and cash flows in conformity
     with  accounting  principles  generally  accepted  in the United  States of
     America.  For  further  information,  refer  to  the  audited  consolidated
     financial  statements and footnotes thereto for the year ended December 31,
     2003, as contained in the Corporation's 2003 Annual Report to Stockholders.

     The  preparation of financial  statements,  in conformity  with  accounting
     principles  generally  accepted in the United  States of America,  requires
     management  to make  estimates  and  assumptions  that affect the  reported
     amounts in the consolidated  financial  statements and accompanying  notes.
     Actual results could differ from those estimates.  Material  estimates that
     are particularly  susceptible to significant change in the near term relate
     to the  determination  of the  allowance  for loan losses and  deferred tax
     assets.  The results of  operations  for interim  quarterly or year to date
     periods are not necessarily  indicative of the results that may be expected
     for the  entire  year  or any  other  period.  Certain  amounts  previously
     reported  may have been  reclassified  to  conform  to the  current  year's
     financial statement presentation.

2.   Basic Earnings Per Share

     The  Corporation  maintains a simple capital  structure with no potentially
     dilutive  instruments.  Earnings  per share  computations  are based on the
     weighted  average  number of common  shares  outstanding  of 1,267,835  and
     1,332,835  shares for the three  month  periods  ending  March 31, 2004 and
     2003, respectively.

3.   Employee Benefit Plans

     Defined Contribution Plan.
     --------------------------

     The Corporation maintains a defined contribution 401(k) Plan. Employees are
     eligible to participate by providing  tax-deferred  contributions up to 20%
     of qualified compensation.  Employee contributions are vested at all times.
     The Corporation  makes matching  contributions  as approved by the Board of
     Directors. Matching contributions for the three months ended March 31, 2004
     was $16,000.

     Defined Benefit Plan.
     --------------------

     The Corporation  provides pension benefits for eligible employees through a
     defined benefit pension plan.  Substantially  all employees  participate in
     the retirement plan on a non-contributing  basis and are fully vested after
     five years of service.

     The Corporation uses a December 31 measurement date for its plans.

                                       5
<PAGE>

3.   Employee Benefit Plans (Continued)

     Defined Benefit Plan (Continued)
     --------------------------------

     Information pertaining to the components of the periodic pension cost is as
     follows:

--------------------------------------------------------------------------------
                                                      March 31,       March 31,
(Dollar amounts in thousands)                           2004            2003
--------------------------------------------------------------------------------

Service cost                                        $        41     $        37

Interest cost                                                46              41

Expected return on plan assets                              (53)            (44)

Transition asset                                             (2)             (2)

Prior service costs                                          (8)             (8)

Recognized net actuarial (gain) loss                          8              12
                                                  ------------------------------

Net periodic pension cost                           $        32     $        36
                                                  ------------------------------

The expected rate of return on plan assets 8.50% for the periods ended March 31,
2004 and December 31, 2003. The  Corporation  expects to contribute  $209,292 to
its pension plan in 2004.

                                       6
<PAGE>

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

This section  discusses  the  consolidated  financial  condition  and results of
operations of Emclaire  Financial Corp. (the  Corporation)  and its wholly owned
subsidiary bank, the Farmers National Bank of Emlenton (the Bank), for the three
month  period  ended March 31, 2004 and should be read in  conjunction  with the
accompanying  consolidated  financial  statements and notes presented on pages 1
through 6.

The Private  Securities  Litigation Act of 1995 contains safe harbor  provisions
regarding forward-looking  statements.  When used in this discussion,  the words
"believes,"  "anticipates,"  "contemplates" and similar expressions are intended
to identify forward-looking  statements.  Such statements are subject to certain
risks and  uncertainties  that could cause actual  results to differ  materially
from those projected.  Those risks and uncertainties include changes in interest
rates,   the  ability  to  control  costs  and  expenses  and  general  economic
conditions.  The Corporation does not undertake,  and specifically disclaims any
obligation,  to update any forward-looking  statements to reflect occurrences or
unanticipated events or circumstances after the date of such statements.

CHANGES IN FINANCIAL CONDITION

Total assets  increased  $1.2  million to $263.7  million at March 31, 2004 from
$262.5  million at  December  31,  2003.  This  increase  was  primarily  due to
increases in cash and cash  equivalents  and securities of $2.5 million and $2.5
million,  respectively,  partially  offset by a decrease in loans  receivable of
$3.8 million.

Cash and cash  equivalents  increased  $2.5 million or 32.9% to $10.2 million at
March 31, 2004 from $7.7 million at December  31, 2003  primarily as a result of
the  increase in deposits of $6.5 million and  decrease of loans  receivable  of
$3.8  million,  offset by the  purchase of $2.5  million of  securities  and the
repayment of $5.7 million of overnight borrowings.

Securities  increased  $2.5  million or 5.1% to $51.7  million at March 31, 2004
from $49.2  million at  December  31, 2003 as a result of  investing  deployable
funds in US government agencies and commercial paper. These types of investments
are considered  safe and sound and complement  the overall  asset/liability  and
liquidity objectives of the Corporation.

Loans  receivable  decreased $3.8 million or 2.0% to $186.7 million at March 31,
2004 from $190.5  million at December  31,  2003.  During the three months ended
March 31, 2004, the refinancing  activity  experienced in 2003 has begun to slow
down as rates  continue to remain low. Also  contributing  to the change in loan
volume was the pay-off of two short-term commercial loans financed in the fourth
quarter 2003.  Management  believes that lending activities will increase in the
second quarter based on the trends experienced in prior years and the outlook on
the economy as key economic data indicates growth.

Deposits increased $6.5 million or 3.0% to $223.6 million at March 31, 2004 from
$217.1 million at December 31, 2003. The increase in deposits  during the period
can be attributed  primarily to the introduction of a new step-up Certificate of
Deposit product in March 2004 and the marketing efforts put forth in our Clarion
market.

Borrowed  funds  decreased  $5.7 million or 27.5% to $15.0  million at March 31,
2004 from $20.7 million at December 31, 2003 as a result of the decrease in FHLB
overnight borrowings of $5.7 million.

Stockholders'  equity  increased  $549,000 or 2.4% to $23.2 million at March 31,
2004 from $22.7  million at December 31, 2003.  This  increase was the result of
increases in retained earnings of $273,000,  comprised of net income of $565,000
offset by dividends  paid of $292,000,  and in accumulated  other  comprehensive
income of $276,000.

                                       7
<PAGE>

RESULTS OF OPERATIONS

Comparison of Results for the Three Month Periods Ended March 31, 2004 and 2003

General.  Net income for the three months ended March 31, 2004 increased $25,000
or 4.6% to $565,000  from  $540,000  for the three  months ended March 31, 2003.
This  increase was a result of decreases  in the  provision  for loan losses and
income  taxes  of  $20,000  and  $53,000,   respectively,  and  an  increase  in
noninterest  income of  $97,000.  Offsetting  these  favorable  variances  was a
decrease  in net  interest  income of $115,000  and an  increase in  noninterest
expenses of $30,000.

Net interest  income.  Net interest  income on a tax equivalent  basis decreased
$108,000 or 4.5% to $2.3  million for the three months ended March 31, 2004 from
$2.4 million for the same period in 2003. This net decrease can be attributed to
a decrease in interest income of $74,000 and an increase in interest  expense of
$34,000.

Interest income.  Interest income on a tax equivalent basis decreased $74,000 or
2.0% to $3.57  million for the three months  ended March 31,  2004,  compared to
$3.64  million for the same period in the prior year.  This decrease in interest
income can be  attributed  to a 66 basis point  decline in the interest  rate on
average interest-earning assets to 5.91% during the three months ended March 31,
2004,  compared  to 6.57% for the same  period in the prior  year.  The yield on
average loans and securities decreased to 6.40% and 4.34%, respectively,  during
the  three  months   ended  March  31,  2004,   compared  to  7.11%  and  5.30%,
respectively,  for the same period in the prior year. Offsetting this decline in
yield  on  loans  and  securities  was  a  slight   increase  in  the  yield  on
interest-earning  deposits to 1.75% for the three  months  ended March 31, 2004,
compared  to 1.73% for the same  period  in the  prior  year.  The  decrease  in
interest  income due to rate was offset by an increase in the average balance of
interest-earning assets, as average loans receivable and securities increased to
$189.7  million and $49.7 million,  respectively,  during the three months ended
March 31,  2004,  compared to $171.1  million and $47.1  million,  respectively,
during the same period in the prior  year.  Offsetting  the  increase in average
loans  receivable  and  securities  was a  decrease  in the  average  balance of
interest-earning  cash and cash  equivalents  to $3.7  million  during the three
months ended March 31, 2004,  compared to $6.6 million during the same period in
the prior year.  Increases in average  loans and  securities  between  quarterly
periods were funded by deposit  growth and borrowed  funds.  See comments in the
"Changes in Financial  Condition"  section above for  discussion of security and
deposit growth factors.

Interest  expense.  Interest expense  increased $34,000 or 2.8% to $1.25 million
for the three  months ended March 31,  2004,  compared to $1.22  million for the
same  period in the  prior  year.  This  increase  in  interest  expense  can be
attributed   to  an  increase  in  the  average   balance  of   interest-bearing
liabilities,  as average interest-bearing  deposits and borrowed funds increased
to $182.4 million and $17.0 million, respectively, during the three months ended
March 31,  2004,  compared to $172.6  million and $10.0  million,  respectively,
during the same period in the prior year.  The increase in interest  expense due
to volume was partially offset by an 18 basis point decline in the interest rate
on average  interest-bearing  liabilities to 2.52% during the three months ended
March 31,  2004,  compared to 2.70% for the same  period in the prior year.  The
average cost of deposits  decreased to 2.40% during the three months ended March
31, 2004, compared to 2.61% for the same period in the prior year.

                                       8
<PAGE>

Average Balance Sheet and Yield/Rate  Analysis.  The following table sets forth,
for  periods  indicated,  information  concerning  the total  dollar  amounts of
interest income from  interest-earning  assets and the resulting average yields,
the total dollar amounts of interest expense on interest-bearing liabilities and
the resulting  average costs, net interest income,  interest rate spread and the
net interest margin earned on average  interest-earning  assets. For purposes of
this table,  average loan  balances  include  non-accrual  loans and exclude the
allowance for loan losses and interest income includes accretion of net deferred
loan costs.  Interest and yields on tax-exempt loans and securities  (tax-exempt
for federal income tax purposes) are shown on a fully tax equivalent basis.

<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------------
(Dollar amounts in thousands)            Three months ended March 31,

                                                     2004                            2003
                                        ------------------------------- ------------------------------
                                         Average               Yield /   Average              Yield /
                                         Balance    Interest    Rate     Balance    Interest    Rate
------------------------------------------------------------------------------------------------------

Interest-earning assets:
------------------------
<S>                                      <C>          <C>         <C>    <C>          <C>        <C>
 Loans, taxable                          $182,159     $2,899      6.40%  $166,929     $2,937     7.14%
 Loans, tax exempt                          7,522        118      6.32%     4,137         63     6.13%
                                        ---------- ---------- --------- ---------- ---------- --------
                                          189,681      3,017      6.40%   171,066      3,000     7.11%
                                        ---------- ---------- --------- ---------- ---------- --------

 Securities, taxable                       34,015        290      3.43%    30,356        342     4.57%
 Securities, tax exempt                    15,652        246      6.32%    16,760        273     6.62%
                                        ---------- ---------- --------- ---------- ---------- --------
                                           49,667        536      4.34%    47,116        615     5.30%
                                        ---------- ---------- --------- ---------- ---------- --------

 Interest-earning cash equivalents          1,778          5      1.13%     5,076         13     1.04%
 Federal bank stocks                        1,909         11      2.32%     1,487         15     4.09%
                                        ---------- ---------- --------- ---------- ---------- --------
                                            3,687         16      1.75%     6,563         28     1.73%
                                        ---------- ---------- --------- ---------- ---------- --------

 Total interest-earning assets            243,035      3,569      5.91%   224,745      3,643     6.57%
   Cash and due from banks                  6,349                           5,347
   Other noninterest-earning assets        11,408                           9,854
                                        ----------                      ----------

   Total assets                          $260,792                        $239,946
                                        ==========                      ==========

Interest-bearing liabilities:
-----------------------------
 Interest-bearing demand deposits         $76,507       $114      0.60%   $73,386       $157     0.87%
 Time deposits                            105,911        976      3.71%    99,238        953     3.89%
                                        ---------- ---------- --------- ---------- ---------- --------
                                          182,418      1,090      2.40%   172,624      1,110     2.61%
                                        ---------- ---------- --------- ---------- ---------- --------

 Borrowed funds, term                      15,000        156      4.18%    10,000        107     4.34%
 Borrowed funds, overnight                  2,017          5      1.00%        32          -     0.00%
                                        ---------- ---------- --------- ---------- ---------- --------
                                           17,017        161      3.81%    10,032        107     4.33%
                                        ---------- ---------- --------- ---------- ---------- --------

 Total interest-bearing liabilities       199,435      1,251      2.52%   182,656      1,217     2.70%
   Noninterest-bearing demand deposits     36,327          -         -     32,940                   -
                                        ---------- ---------- --------- ---------- ---------- --------

  Funding and cost of funds               235,762      1,251      2.13%   215,596      1,217     2.29%
   Other noninterest-bearing
    liabilities                             1,977                           1,416
                                        ----------                      ----------

   Total liabilities                      237,739                         217,012
   Stockholders' equity                    23,053                          22,934
                                        ----------                      ----------

   Total liabilities and stockholders'
    equity                               $260,792                        $239,946
                                        ========== ----------           ========== ----------
Net interest income                                   $2,318                          $2,426
                                                   ==========                      ==========

Interest rate spread (difference                                  3.38%                          3.87%
 between weighted average rate on                             =========                       ========
 interest-earning assets and interest-
 bearing liabilities)

Net interest margin (net interest                                 3.84%                          4.38%
income as a percentage of average                             =========                       ========
interest-earning assets)
</TABLE>


                                       9
<PAGE>

Analysis of Changes in Net Interest  Income.  The following  table  analyzes the
changes in  interest  income and  interest  expense in terms of: (1)  changes in
volume of  interest-earning  assets  and  interest-bearing  liabilities  and (2)
changes in yields and rates.  The table  reflects the extent to which changes in
the  Corporation's  interest  income and interest  expense are  attributable  to
changes in rate (change in rate  multiplied  by prior year  volume),  changes in
volume   (changes  in  volume   multiplied  by  prior  year  rate)  and  changes
attributable to the combined impact of volume/rate (change in rate multiplied by
change  in  volume).   The  changes  attributable  to  the  combined  impact  of
volume/rate  are  allocated  on a consistent  basis  between the volume and rate
variances.  Changes  in  interest  income on loans and  securities  reflect  the
changes in interest income on a fully tax equivalent basis.

--------------------------------------------------------------------------------
 (In thousands)                                 Three months ended March 31,
                                              2004 versus 2003
                                                 Increase (decrease) due to
                                           -------------------------------------
                                            Volume         Rate          Total
--------------------------------------------------------------------------------
 Interest income:
    Loans                                     $310         $(293)           $17
    Securities                                  32          (111)           (79)
    Interest-earning cash equivalents           (9)            1             (8)
    Federal bank stocks                          4            (8)            (4)
                                           --------      --------      ---------
    Total interest-earning assets              337          (411)           (74)
                                           --------      --------      ---------

 Interest expense:
    Deposits                                    61           (81)           (20)
    Borrowed funds                              67           (13)            54
                                           --------      --------      ---------
    Total interest-bearing liabilities         128           (94)            34
                                           --------      --------      ---------
 Net interest income                          $209         $(317)         $(108)
                                           ========      ========      =========
--------------------------------------------------------------------------------

Provision for loan losses. The Corporation records provisions for loan losses to
bring the total  allowance  for loan losses to a level deemed  adequate to cover
probable losses  inherent in the loan portfolio.  In determining the appropriate
level of  allowance  for  loan  losses,  management  considers  historical  loss
experience,  the present  and  prospective  financial  condition  of  borrowers,
current conditions (particularly as they relate to markets where the Corporation
originates loans), the status of non-performing assets, the estimated underlying
value of the collateral and other factors related to the  collectibility  of the
loan portfolio.

The  provision  for loan  losses  decreased  $20,000 or 27.0% to $55,000 for the
three month period ending March 31, 2004 from $75,000 for the same period in the
prior  year.  The  provision  also  decreased  $50,000  or 47.6% from the fourth
quarter 2003 expense of $105,000. Although the loan volume decreased slightly in
the first  quarter 2004,  the actual  allowance  level  reflected an increase of
$50,000 to $1.83  million at March 31, 2004 from $1.78  million at December  31,
2003. This was a result of lower first quarter  charged-off  loans combined with
management's  belief  that a provision  was  necessary  due to economic  trends,
regulatory considerations and other factors.  Nonperforming loans also decreased
$248,000  or 18.7% to $1.1  million  at March  31,  2004 from  $1.3  million  at
December  31,  2003.  This was a  result  of the  change  in the  status  of two
commercial mortgages from nonperforming to performing.

Noninterest  income.  Noninterest  income increased $97,000 or 25.3% to $480,000
during the three months ended March 31,  2004,  compared to $383,000  during the
same period in the prior year.  This  increase can be attributed to the increase
in customer service fees, gains on the sale of marketable  equity securities and
other  noninterest  income of $21,000,  $69,000 and $11,000,  respectively.  The
increase in customer  service fees was a result of the increase in the overdraft
fees and also the increase in the number of accounts.  Offsetting this favorable
variance  was a decrease in the gains on loans sold and  earnings on  bank-owned
life insurance of $2,000 and $2,000, respectively.

                                       10
<PAGE>

Noninterest  expense.  Noninterest  expense  increased  $30,000 or 1.6% to $1.95
million during the three months ended March 31, 2004,  compared to $1.92 million
during the same period in the prior year.  This increase in noninterest  expense
can be  attributed  to  increases in premises  and  equipment  expense and other
noninterest  expense of $13,000  and  $52,000,  respectively.  This  unfavorable
variance  was offset by  decreases in  compensation  and  employee  benefits and
intangible   amortization   expense   of  $7,000  and   $28,000,   respectively.
Compensation and employee  benefits  expense  decreased $7,000 to $1.086 million
during the three months ended March 31, 2004, compared to $1.093 million for the
same period in the prior year.  This decrease can be attributed to the reduction
of full-time equivalents between the two periods.

Premises and equipment  expense increased $13,000 or 4.5% to $302,000 during the
three months  ended March 31, 2004,  compared to $289,000 for the same period in
the prior year. This increase can be primarily  attributed to increased building
and  equipment  depreciation  expenses  of  $6,000  and  $18,000,  respectively.
Contributing to the increases in depreciation  expenses  between the two periods
was the completion of the  construction  on the main office  building during the
fourth quarter of 2003 and the addition of a new mainframe and imaging system in
January 2004. Partially offsetting this increase between the two periods was the
decrease  in office rent of  $16,000,  as a direct  result of the closing of our
Clarion Mall office in March 2003.

Intangible  amortization expense decreased $28,000 or 77.8% to $8,000 during the
three months  ended March 31,  2004,  compared to $36,000 for the same period in
the prior year.  This  variance was a result of the  cessation  of  amortization
expense on three branches  previously acquired which were fully amortized in the
fourth quarter of 2003.

Other  noninterest  expense  increased  $52,000 or 10.4% to $554,000  during the
three months  ended March 31, 2004,  compared to $502,000 for the same period in
the prior year.  This  increase  can be  attributed  primarily  to  increases in
telephone  and  communication  expenses,  software  depreciation  and  insurance
expenses.  Partially  offsetting  this  unfavorable  variance were  decreases in
Pennsylvania  shares  taxes,  postage  and  marketing  expenses  between the two
periods.

Provision for income taxes. The provision for income taxes decreased  $53,000 or
30.3% to  $122,000  for the three  months  ended  March 31,  2004,  compared  to
$175,000 for the same period in the prior year.  Contributing  to this favorable
variance was of the decrease in the  Corporation's  effective tax rate resulting
from the investment in bank-owned  life  insurance and increased  investments in
tax-free  municipal  securities  and  loans,  as well as  historic  tax  credits
attributable  to  the  remodeling  of  the  Corporation's   headquarters.   Also
contributing was a decrease in the  Corporation's  pre-tax earnings base between
the first quarter 2004 and 2003.

LIQUIDITY

The Corporation's primary sources of funds generally have been deposits obtained
through the offices of the Bank,  borrowings from the FHLB, and amortization and
prepayments  of  outstanding  loans and  maturing  securities.  During the three
months ended March 31, 2004, the Corporation used its sources of funds primarily
to purchase securities and payoff overnight borrowings from the FHLB. As of such
date, the Corporation had outstanding loan  commitments,  including  undisbursed
loans and amounts  available  under credit lines,  totaling $16.3  million,  and
standby letters of credit totaling $602,000.

At March 31,  2004,  time  deposits  amounted to $111.4  million or 49.8% of the
Corporation's  total  consolidated  deposits,   including   approximately  $30.8
million,  which were scheduled to mature within the next year. Management of the
Corporation  believes  that  it  has  adequate  resources  to  fund  all  of its
commitments,  that all of its commitments  will be funded as required by related
maturity  dates and  that,  based  upon  past  experience  and  current  pricing
policies,  it can  adjust  the rates of time  deposits  to retain a  substantial
portion of maturing liabilities.

                                       11
<PAGE>

Aside from  liquidity  available  from  customer  deposits or through  sales and
maturities of securities,  the Corporation has alternative sources of funds such
as a term  borrowing  capacity  from the FHLB and, to a limited and rare extent,
the sale of loans. At March 31, 2004, the Corporation's  borrowing capacity with
the FHLB, net of funds borrowed, was $93.4 million.

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

                                       12
<PAGE>

Item 3.  Quantitative and Qualitative Disclosures About Market Risk
-------------------------------------------------------------------

Market risk for the  Corporation 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 currency
exchange  risk or  commodity  price  risk,  and has no  trading  portfolio,  and
therefore,  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 value of long-term  interest-earning  assets.  Interest rate risk and
liquidity risk management is performed at the Bank level.  Although the Bank has
a diversified  loan portfolio,  loans  outstanding to individuals and businesses
are depended upon the local economic conditions in the immediate trade area

One of the primary  functions of the  Corporation's  asset/liability  management
committee  is to  monitor  the level to which the  balance  sheet is  subject to
interest rate risk. The goal of the  asset/liability  committee 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  the  bank's  rate  sensitive  assets  and  rate  sensitive
liabilities.  These  differences,  or interest rate repricing "gap",  provide an
indication of the extent that the  Corporation's net interest income is affected
by future  changes in interest  rates.  A gap is  considered  positive  when the
amount  of  interest-rate  sensitive  assets  exceeds  the  amount  of  interest
rate-sensitive  liabilities  and is  considered  negative  when  the  amount  of
interest   rate-sensitive   liabilities   exceeds   the   amount   of   interest
rate-sensitive  assets.  Generally,  during a period of rising interest rates, a
negative gap would  adversely  affect net  interest  income while a positive gap
would result in an increase in net interest income. Conversely,  during a period
of falling  interest  rates,  a negative  gap would result in an increase in net
interest income and a positive gap would adversely  affect net interest  income.
The closer to zero that gap is maintained,  generally,  the lesser the impact of
market interest rate changes on net interest income.

At March  31,  2004,  the  Corporation's  interest-earning  assets  maturing  or
repricing  within  one  year  totaled  $99.3  million  while  the  Corporation's
interest-bearing  liabilities  maturing or  repricing  within  one-year  totaled
$105.3  million,  providing  an  excess  of  interest-bearing  liabilities  over
interest-earning  assets of $6.0 million or a negative 2.3% of total assets.  At
March 31,  2004,  the  percentage  of the  Corporation's  assets to  liabilities
maturing or repricing within one year was 94.3%.

Market  risk  information  will be  presented  in more detail in the 2004 Annual
Report.

Item 4.  Controls and Procedures
--------------------------------

The Corporation  maintains  disclosure controls and procedures that are designed
to  ensure  that  information  required  to be  disclosed  in the  Corporation's
Exchange Act reports is recorded, processed,  summarized and reported within the
time periods  specified in the SEC's rules and forms,  and that such information
is accumulated and communicated to the Corporation's  management,  including its
Chief  Executive  Officer and Principal  Financial and  Accounting  Officer,  as
appropriate,  to allow timely  decisions  regarding  required  disclosure  based
closely on the  definition  of  "disclosure  controls  and  procedures"  in Rule
13a-15(e).

As of  the  quarter  ended  March  31,  2004,  the  Corporation  carried  out an
evaluation,   under  the   supervision  and  with  the   participation   of  the
Corporation's  management,  including the Corporation's  Chief Executive Officer
and  the  Corporation's  Principal  Financial  and  Accounting  Officer,  of the
effectiveness  of the  design  and  operation  of the  Corporation's  disclosure
controls  and  procedures.  Based  on the  foregoing,  the  Corporation's  Chief
Executive Officer and Principal  Financial and Accounting Officer concluded that
the Corporation's disclosure controls and procedures were effective.

There have been no significant changes in the Corporation's internal controls or
in  other  factors  that  could  significantly   affect  the  internal  controls
subsequent to the date the Corporation completed its evaluation.

                                       13
<PAGE>

PART II - OTHER INFORMATION
---------------------------

Item 1.  Legal Proceedings.
---------------------------

The  Corporation  is  involved in various  legal  proceedings  occurring  in the
ordinary course of business. It is the opinion of management, after consultation
with  legal  counsel,   that  these  matters  will  not  materially  effect  the
Corporation's consolidated financial position or results of operations.

Item 2.  Changes in Securities and Use of Proceeds.
---------------------------------------------------

None.

Item 3.  Defaults Upon Senior Securities
---------------------------

None.

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

None.

Item 5.  Other Information
--------------------------

None.

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

(a)  Exhibits

     Exhibit 31.1    Rule 13a-14(a) Certification of Chief Executive Officer
     Exhibit 31.2    Rule 13a-14(a) Certification of Principal Financial and
                      Accounting Officer
     Exhibit 32.1    CEO Certification Pursuant to 18 U.S.C. Section 1350
     Exhibit 32.2    PFO Certification Pursuant to 18 U.S.C. Section 1350

(b)  Reports on Form 8-K

     The Corporation filed a Form 8-K dated March 25, 2004 to announce fourth
      quarter 2003 earnings.
     The Corporation filed a Form 8-K dated May 14, 2004 to announce first
      quarter 2004 earnings.

                                       14
<PAGE>

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.


EMCLAIRE FINANCIAL CORP.



Date:  May 14, 2004                 By:      /s/ David L. Cox
                                    --------------------------------------------
                                    David L. Cox
                                    Chairman of the Board,
                                    President and Chief Executive Officer

Date:  May 14, 2004                 By:      /s/ Shelly L. Rhoades
                                    --------------------------------------------
                                    Assistant Controller
                                    (Principal Financial and Accounting Officer)


                                       15