SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 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, 2000

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

               For the transition period from _______ to ________

                        Commission file number: 333-63685

                         CLARKSTON FINANCIAL CORPORATION
        (Exact name of small business issuer as specified in its charter)

               MICHIGAN                                      38-3412321
     (State of other jurisdiction of                      (I.R.S. Employer
     incorporation or organization)                       Identification No.)

                 15 South Main Street, Clarkston, Michigan 48346
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (248) 625-8585

                 -----------------------------------------------

Check  whether  the issuer:  (1) has filed all  reports  required to be filed by
Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 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_____

The  number of shares  outstanding  of each of the  issuer's  classes  of common
stock, as of the latest practicable date: 931,600 shares of the Company's Common
Stock (no par value) were outstanding as of June 30, 2000.

Transitional Small Business Disclosure Format (check one):  Yes _____ No___X___
<PAGE>
                                      INDEX

                                                                         Page
                                                                       Number(s)
                                                                       ---------
Part I.    Financial Information (unaudited):

           Item 1.
           Consolidated Financial Statements                               3-7
           Notes to Consolidated Financial Statements                      8-11

           Item 2.
           Management's Discussion and Analysis of
           Financial Condition and Results of Operations                  12-14

Part II.   Other Information

           Item 1.
           Legal Proceedings                                                15

           Item 2.
           Changes in Securities and Use of Proceeds                        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                                 15


Signatures                                                                  16

                                       2
<PAGE>
Part I   Financial Information (unaudited)

                         CLARKSTON FINANCIAL CORPORATION
                           CONSOLIDATED BALANCE SHEETS
                 June 30, 2000 (unaudited) and December 31, 1999
                  (dollars in thousands, except per share data)
<TABLE>
                                                                                  June 30,               December 31,
                                                                                    2000                    1999
                                                                                -----------             ------------
                                                                                (Unaudited)
ASSETS
<S>                                                                              <C>                     <C>
Cash and Cash Equivalents
       Total cash and due from banks                                             $       342             $       867
        Federal funds sold                                                             1,400                   1,600
                                                                                 -----------             -----------
            Total Cash and Cash Equivalents                                            1,742                   2,467

Securities Held to Maturity                                                           14,138                   9,604
Securities Available for Sale, at fair value                                           7,351                   9,294

Loans, less Loan Loss Reserve
       Total loans                                                                    17,993                  11,263
       Allowance for loan losses                                                         202                     140
                                                                                 -----------             -----------
       Net Loans                                                                      17,791                  11,123

Net Property and Equipment                                                               311                     337
Accrued interest receivable                                                              297                     256
Deposit premium and conversion costs,
       net of amortization                                                               161                     173
Other Assets                                                                              10                      12
                                                                                 -----------             -----------
            Total Assets                                                           $  41,801             $    33,266
                                                                                 ===========             ===========
LIABILITIES AND SHAREHOLDERS' EQUITY

Deposits
       Noninterest-bearing                                                             3,580                   2,676
       Interest-bearing                                                               30,131                  22,595
                                                                                 -----------             -----------
            Total deposits                                                            33,711                  25,271
       Accrued Expenses and Other Liabilities                                            175                     158

Shareholders' Equity
       Common stock, no par value: 10,000,000
             Shares authorized; 931,600 shares
             issued and outstanding as of June 30, 2000
             and December 31, 1999                                                     4,306                   4,306
       Capital surplus                                                                 4,306                   4,306
       Accumulated deficit                                                              (682)                   (753)
       Accumulated other comprehensive income (loss)                                     (15)                    (22)
                                                                                 -----------             -----------
             Total Shareholder Equity                                                  7,915                   7,837
                                                                                 -----------             -----------

              Total Liabilities and Shareholders' Equity                         $    41,801             $    33,266
                                                                                 ===========             ===========
</TABLE>

           See accompanying notes to consolidated financial statements

                                       3
<PAGE>
                         CLARKSTON FINANCIAL CORPORATION
                        CONSOLIDATED STATEMENT OF INCOME
        Three and Six Month Periods Ended June 30, 2000 and June 30, 1999
                  (dollars in thousands, except per share data)
                                   (unaudited)
<TABLE>
                                                         Three              Three
                                                         Months             Months
                                                         Ended              Ended            Six Months          Six Months
                                                        June 30,           June 30,         Ended June 30,     Ended June 30,
                                                         2000                1999               2000               1999
<S>                                                     <C>                <C>               <C>               <C>
Interest Income
       Loans                                              $    359         $       59        $      628        $      66
       Securities                                              328                121               624              179
       Federal Funds sold                                       24                 37                51              103
                                                        ----------         ----------        ----------        ---------
            Total interest income                              711                217             1,303              348
Interest Expense
       Deposits                                                333                 72               592               97
       Other                                                     0                  0                 0                0
                                                        ----------         ----------        ----------        ---------
            Total interest expense                             333                 72               592               97

Net Interest Income                                            378                145               711              251

Provision  for loan losses                                      29                 52                62               70
                                                        ----------         ----------        ----------        ---------
Net interest income after provision for loan losses            349                 93               649              181

Noninterest income                                              56                 12                92               18

Noninterest expense
       Salaries and benefits                                   157                127               320              258
       Occupancy expense of premises                            31                 21                63               42
       Furniture and equipment expense                          22                 19                42               39
       Computer and data processing expenses                    32                 39                65               75
       Advertising and public relations                         31                 29                65               65
       Professional fees                                        19                 36                48               59
      Amortization of deposit premium
         and conversion cost                                     6                  0                11                0
       Other expense                                            32                 21                56               36
                                                        ----------         ----------        ----------        ---------
            Total noninterest expense                          330                292               670              574
                                                        ----------         ----------        ----------        ---------
Profit (Loss) before federal income tax                         75               (187)               71             (375)

Federal income tax                                               0                  0                 0                0
                                                        ----------         ----------        ----------        ---------
Net profit (loss)                                       $       75         $     (187)       $       71        $    (375)
                                                        ==========         ==========        ==========        =========
Basic and diluted profit (loss) per share               $      .08         $    (0.20)       $      .08        $   (0.40)
                                                        ==========         ==========        ==========        =========
</TABLE>
          See accompanying notes to consolidated financial statements.

                                       4
<PAGE>
                         CLARKSTON FINANCIAL CORPORATION
                 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
        Three and Six Month Periods Ended June 30, 2000 and June 30, 1999
                             (dollars in thousands)
                                   (Unaudited)
<TABLE>
                                                          Three Months       Three Months    Six Months Ended      Six Months
                                                              ended             Ended          June 30, 2000     Ended June 30,
                                                          June 30, 2000     June 30, 1999                             1999
<S>                                                          <C>             <C>                <C>               <C>
Net Profit (Loss) as Reported                                $    75         $   (187)          $    71           $    (375)

Other Comprehensive Income, Net of Tax:

       Change in unrealized gain on securities
           available for sale                                      9                0                 7                 (12)
                                                             -------         --------           -------           ---------

Comprehensive Profit (Loss)                                  $    84         $   (187)          $    78           $    (387)
                                                             =======         ========           =======           =========
</TABLE>





          See accompanying notes to consolidated financial statements.

                                       5
<PAGE>
                         CLARKSTON FINANCIAL CORPORATION
           CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
                         Six months ended June 30, 2000
                             (dollars in thousands)
                                   (Unaudited)
<TABLE>

                                                                                                Accumulated
                                                                                                   Other              Total
                                                     Common       Capital     Accumulated       Comprehensive      Shareholders'
                                                      Stock       Surplus       Deficit             Income            Equity
                                                     -------      -------     -----------       -------------      -------------
<S>                                                 <C>           <C>          <C>               <C>                <C>
Balance December 31, 1999                           $  4,306      $ 4,306      $   (753)         $     (22)          $   7,837

Net income for six months
Ended June 30, 2000 (unaudited)                                                      71                                     71

Increase  in  fair  market  value  of  securities
available for sale                                         0            0             0                  7                   7
                                                    --------      -------      --------          ---------           ---------
Balance June 30, 2000                               $  4,306      $ 4,306      $   (682)         $     (15)          $   7,915
                                                    ========      =======      ========          =========           =========
</TABLE>




          See accompanying notes to consolidated financial statements.

                                       6
<PAGE>
                         CLARKSTON FINANCIAL CORPORATION
                      CONSOLIDATED STATEMENT OF CASH FLOWS
            Six Month Periods Ended June 30, 2000, and June 30, 1999
                             (dollars in thousands)
                                   (unaudited)
<TABLE>
                                                                                Six Months                      Six Months
                                                                                  Ended                           Ended
                                                                              June 30, 2000                   June 30, 1999
                                                                              -------------                   -------------
<S>                                                                           <C>                             <C>
Net Cash Provided by (used in) Operating Activities:
       Net cash provided by (used in) operating activities                         177                              (171)

Cash Flows from Investing Activities:
       Net increase in loans                                                    (6,730)                           (4,649)
       Net increase in securities                                               (2,594)                          (12,771)
       Equipment expenditures                                                      (18)                              (77)
                                                                              ---------                       ----------
       Net cash used in investing activities                                    (9,342)                          (17,497)

Cash Flows from Financing Activities:
       Increase in deposits                                                      8,440                            10,217
       Repurchase of 10,700 shares of common stock                                   0                               (85)
                                                                              --------                        ----------
       Net cash provided by financing activities                                 8,440                            10,132

Net decrease in cash and cash equivalents                                         (725)                           (7,536)
Cash and cash equivalents at beginning of year                                   2,467                             8,442
                                                                              --------                        ----------
Cash and cash equivalents at June 30, 2000 and 1999                              1,742                               906
                                                                              ========                        ==========
</TABLE>


          See accompanying notes to consolidated financial statements.

                                       7
<PAGE>
                         CLARKSTON FINANCIAL CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                 June 30, 2000 (unaudited) and December 31, 1999



NOTE 1 BASIS OF PRESENTATION

     The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally  accepted  accounting  principles for
interim  financial  information  and with the  instructions  to Form  10-QSB and
Article  10 of  Regulation  S-X.  Accordingly,  they do not  include  all of the
information and footnotes required by generally accepted  accounting  principles
for complete financial statements. In the opinion of management, all adjustments
(consisting only of normal recurring accruals)  considered  necessary for a fair
presentation  have been included.  Operating  results for the three months ended
June  30,  2000,  are not  necessarily  indicative  of the  results  that may be
expected for the year ending December 31, 2000. For further  information,  refer
to the consolidated  financial  statements and footnotes thereto included in the
Company's  Proxy Statement  dated March 20, 2000  containing  audited  financial
statements  for the  period  from  May 18,  1998  (date of  inception),  through
December 31, 1999.

NOTE 2 COMPUTATION OF EARNINGS PER SHARE

     Basic  earnings  (loss) per share is based on net income (loss)  divided by
the weighted average number of shares outstanding during the period.


NOTE 3 PRINCIPLES OF CONSOLIDATION

     The accompanying  consolidated financial statements include the accounts of
Clarkston   Financial   Corporation  (the   "Company"),   and  its  wholly-owned
subsidiary,  Clarkston  State Bank (the "Bank").  All  significant  intercompany
accounts and transactions have been eliminated in consolidation.



                                       8
<PAGE>
                         CLARKSTON FINANCIAL CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                 June 30, 2000 (unaudited) and December 31, 1999

NOTE 4 - SECURITIES

The  amortized  cost and fair values of securities  were as follows  (dollars in
thousands):
<TABLE>
Available for Sale
                                                                      Gross               Gross           Estimated
                                                    Amortized       Unrealized         Unrealized          Market
                                                       Cost           Gains              Losses             Value
                                                    ---------       ----------         ----------        -----------
<S>                                                 <C>             <C>                <C>                <C>
  June 30, 2000 (Unaudited)
         Taxable variable rate demand
             Municipal revenue bonds,
             short term corporate
             commercial paper, and bonds
             of government agencies                 $  7,366        $       0          $      (15)        $  7,351
                                                    ========        =========          ==========         ========

Held to Maturity

  June 30, 2000 (Unaudited)
         Taxable variable rate demand
             municipal revenue bonds,
             short term corporate
             commercial paper, and bonds
             of government agencies                 $ 14,138        $       0          $     (303)        $ 13,835
                                                    ========        =========          ==========         ========
</TABLE>

Contractual  maturities of debt  securities  at June 30, 2000,  were as follows.
Expected maturities may differ from contractual maturities because borrowers may
have the right to call or prepay  obligations with or without call or prepayment
penalties.
<TABLE>
                                                                          Available-for-Sale Securities
                                                                          -----------------------------
                                                                                             Estimated
                                                                         Amortized             Market
                                                                            Cost               Value
                                                                         ---------           ----------
                                                                             (dollars in thousands)
      <S>                                                                 <C>                <C>
      Due from 2000 to 2001                                               $6,381             $6,383
      Due from 2001 to 2002                                                  985                968
                                                                          ------             ------
                                                                          $7,366             $7,351
                                                                          ======             ======


                                                                                Held-To-Maturity
                                                                                ----------------
                                                                                             Estimated
                                                                         Amortized             Market
                                                                            Cost               Value
                                                                         ---------           ---------
      Due from 2000-2003                                                 $ 4,695              $ 4,580
      Due from 2004-2006                                                   6,746                6,563
      Due from 2006-2020                                                   2,697                2,692
                                                                         -------              -------
                                                                         $14,138              $13,835
                                                                         =======              =======
</TABLE>
                                   (Continued)

                                       9
<PAGE>
                         CLARKSTON FINANCIAL CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                 June 30, 2000 (unaudited) and December 31, 1999


NOTE 5 - LOANS

Loans are as follows (dollars in thousands):
<TABLE>

                                                                                 June 30                   December 31,
                                                                                  2000                         1999
                                                                                ----------                 ------------
                                                                                (Unaudited)
        <S>                                                                      <C>                       <C>
        Commercial                                                                 $10,131                  $ 5,936
        Mortgage                                                                     3,531                    2,529
        Consumer                                                                     4,331                    2,798
                                                                                  --------                 --------
                                                                                    17,993                   11,263
        Allowance for loan losses                                                      202                      140
                                                                                  --------                 --------
                                                                                   $17,791                 $ 11,123
                                                                                  ========                 ========
</TABLE>

     Activity  in the  allowance  for loan  losses  is as  follows  (dollars  in
thousands):
<TABLE>

                                                                                Six months                For the
                                                                                  Ended                  Year Ended
                                                                                 June 30                December 31,
                                                                                   2000                     1999
                                                                                ----------              ------------
                                                                                (Unaudited)
        <S>                                                                     <C>                     <C>
        Balance at beginning of period                                             $140                 $       0
               Provision charged to operating expense                                62                       142
        Net loans (charge-offs) recoveries                                            0                        (2)
                                                                                -------                 ---------
        Balance at end of periods                                                  $202                 $     140
                                                                                =======                 =========
        Allowance for loan losses as a percentage of
               loans at end of period                                             1.12%                     1.24%
                                                                                =======                 =========
</TABLE>
                                   (Continued)

                                       10
<PAGE>
                         CLARKSTON FINANCIAL CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                 June 30, 2000 (unaudited) and December 31, 1999


NOTE 6 - PREMISES AND EQUIPMENT - NET

Premises and equipment are as follows (dollars in thousands):
<TABLE>
                                                                                      Accumulated      Carrying
                                                                         Cost        Depreciation        Value
                                                                         ----        ------------       -------
<S>                                                                      <C>           <C>             <C>
June 30, 2000 (unaudited)
       Building and improvements                                         $    97       $     8         $     89
       Furniture and equipment                                               340           118              222
                                                                         -------       -------         --------
                                                                         $   437       $   126         $    311
                                                                         =======       =======         ========
December 31, 1999
       Building and improvements                                         $    87       $     5         $     82
       Furniture and equipment                                               332            77              255
                                                                         -------       -------         --------
                                                                         $   419       $    82         $    337
                                                                         =======       =======         ========
</TABLE>


NOTE 7 - DEPOSITS

Interest-bearing deposits are summarized as follows (dollars in thousands):
<TABLE>

                                                                                 June 30,                 December 31,
                                                                                   2000                       1999
                                                                                ---------                 ------------
<S>                                                                             <C>                       <C>
Demand deposit accounts                                                           $ 7,014                 $  5,787
Money market accounts                                                               1,962                    1,908
Savings accounts                                                                    6,624                    6,170
Certificates of Deposit                                                            18,111                   11,406
                                                                                 --------                 --------
                                                                                 $ 33,711                 $ 25,271
                                                                                 ========                 ========
</TABLE>

                                   (Continued)

                                       11
<PAGE>
Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITION AND RESULTS OF OPERATIONS

General

     Clarkston Financial  Corporation (the "Company") is a Michigan  corporation
incorporated  on May 18,  1998.  The  Company is the bank  holding  company  for
Clarkston State Bank (the "Bank").  The Bank commenced  operations on January 4,
1999. The Bank is a Michigan chartered bank with depository  accounts insured by
the Federal  Deposit  Insurance  Corporation.  The Bank provides a full range of
commercial and consumer banking services,  primarily in Clarkston,  Michigan and
the surrounding market area primarily located in north Oakland County, Michigan.

     The Company's plan of operation has been to establish its  management  team
within the first few months of its operations  and to grow in a prudent  manner,
primarily by providing prompt, quality service.  Management believes that it has
been  successful  in  establishing  a management  team that can  administer  the
Company's growth in such a manner.

     On April 6, 1999,  the Bank entered into an agreement  with The State Bank,
Fenton,   Michigan,  to  acquire  certain  assets  and  assume  certain  deposit
liabilities with respect to The State Bank's branch office located in the Farmer
Jack  (Foodtown  at the date of  inception  of the bank)  grocery  store at 6555
Sashabaw Road, Clarkston, Michigan. This transaction was consummated on July 16,
1999 and added $1.8 million in deposits to the Bank's totals.  A deposit premium
of 9.24% of deposits (as finally  adjusted) was paid to The State Bank for these
deposits,  along with $17,000 for various fixed assets and  equipment.  The Bank
leases the branch space from Borman Inc. (which owns the Farmer Jack store) at a
rental rate of $2,750 per month under a lease which runs until July,  2002.  The
lease is an arm's  length  transaction  on  essentially  the same terms as those
previously in place between Foodtown, Inc. and The State Bank.

Financial Condition

     Total  assets of the Company  increased  by $8.5  million or 25.5% to $41.8
million at June 30, 2000,  from $33.3 million at December 31, 1999. The increase
in assets is primarily  attributable to the Bank continuing to attract  customer
deposits.  The  Company  anticipates  that the Bank's  assets  will  continue to
increase during 2000, which will be the Bank's second full year of operations.

     Cash and cash equivalents,  which include federal funds sold and short-term
investments,  decreased  $0.7 million or 29.4% to $1.7 million at June 30, 2000,
from $2.5  million at  December  31,  1999.  The  decrease  is the result of the
increase in the loan portfolios since December 31, 1999.

     Securities  increased  $2.6  million or 13.8% to $21.5  million at June 30,
2000 from $18.9  million at December  31,  1999.  The  increase is the result of
increased deposits.

                                       12
<PAGE>
     The   allowance  for  loan  losses  as  of  June  30,  2000  was  $202,000,
representing  approximately  1.12%  of  total  loans  outstanding,  compared  to
$140,000 December 31, 1999.

Results of Operations

     The net profit for the six months  ended June 30, 2000 was  $71,000.  As of
December 31, 1999, the Company had an accumulated  deficit of $753,000 and as of
June 30, 2000, the accumulated deficit was $682,000.  The accumulated deficit is
primarily the result of opening the Bank's main office and its one branch, wages
paid to  employees,  fees and  expenses  incurred  in forming  the  Company  and
applying for regulator  approvals.  The Company expects to remain profitable for
the remainder of the year.

     Interest  income was  $1,303,000  for the six months  ended June 30,  2000,
consisting  of  interest  income on  federal  funds of  $51,000,  securities  of
$624,000 and lending  activities of $628,000.  Interest expense was $592,000 for
the six months ended June 30, 2000 and relates to interest  incurred on interest
bearing deposits.

     The Company had an allowance for loan loss of approximately  1.12% of total
loans at June 30,  2000.  The  provision  for loan loss for the six months ended
June 30, 2000 was  $62,000.  This amount is still  expected to grow during 2000,
but not at the same rate as in 1999,  due to  increases  in the loan  portfolio.
Management  believes the current rate of providing  for the loan loss reserve is
adequate.

     In each accounting period,  management evaluates the problems and potential
losses in the loan portfolio.  Consideration is also given to off-balance  sheet
items that may  involve  credit  risk,  such as  commitments  to extend  credit.
Management's  evaluation of the allowance is further based on  consideration  of
actual loss  experience,  the present and  prospective  financial  condition  of
borrowers, adequacy of collateral,  industry concentrations within the portfolio
and general economic conditions.  The results of these evaluations are reflected
in the allowance and periodic provision for credit losses.

     The  primary  risk  element   considered  by  management   regarding   each
installment  and  residential  real estate loan is the lack of timely  payments.
Management  has a reporting  system that monitors past due loans and has adopted
policies  to pursue  its  creditor's  rights  in order to  preserve  the  Bank's
position.  The  primary  risk  elements  concerning  commercial  loans  are  the
financial condition of the borrower,  the sufficiency of the collateral and lack
of timely  payment.  Management has a policy of requesting and reviewing  annual
financial statements from its commercial loan customers and periodically reviews
the existence and value of collateral for selected loans.

     Other income of $92,000 for the six months ended June 30, 2000 consisted of
income from deposit service charges and other miscellaneous fees.

     The main components of other expenses were primarily salaries and benefits.
Other  expenses for the six months  ended June 30, 2000 was $350,000  consisting
primarily  of occupancy  and  equipment  expenses,  legal and  accounting  fees,
marketing expenses, insurance and supplies.

Liquidity and Capital Resources

     The  Company  obtained  its  initial  equity  capital in an initial  public
offering of its common stock in November,  1998. The Company's plan of operation
for the next twelve  months does not  contemplate  the need to raise  additional
capital  during that period.  Management  believes that its current  capital and

                                       13
<PAGE>
liquidity will provide the Company with adequate capital to support its expected
level of deposit  and loan  growth and to  otherwise  meet its cash and  capital
requirements for at least the next two or three years.

Recent Regulatory Developments

     Recently enacted federal legislation (the  Gramm-Leach-Bliley  Act of 1999)
eliminates many Federal and state law barriers to  affiliations  among banks and
other financial services providers. The legislation, which took effect March 11,
2000,  establishes a statutory framework pursuant to which full affiliations can
occur  between  banks  and  securities  firms,  insurance  companies,  and other
financial  companies.  The  legislation  provides some degree of  flexibility in
structuring  these new  affiliations,  although  certain  activities may only be
conducted  through a holding company  structure.  The legislation  preserves the
role of the Board of  Governors  of the Federal  Reserve  System as the umbrella
supervisor  for  holding  companies,  but  incorporates  a system of  functional
regulation pursuant to which the various Federal and state financial supervisors
will   continue  to  regulate   the   activities   traditionally   within  their
jurisdictions.  The legislation  specifies that banks may not participate in the
new affiliations unless they are  well-capitalized,  well-managed and maintain a
rating under the Community  Reinvestment Act of 1977 of at least  "satisfactory"
among all affiliates.

     At this time, the Company is unable to predict the impact this  legislation
may have on the Company.

Forward Looking Statements

     This report contains certain forward-looking  statements within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities  Exchange  Act  of  1934,  as  amended.   The  Company  intends  such
forward-looking  statements  to be covered  by the safe  harbor  provisions  for
forward-looking  statements  contained in the Private  Securities  Reform Act of
1995,  and is  including  this  statement  for  purposes  of these  safe  harbor
provisions.  Forward-looking statements,  which are based on certain assumptions
and describe  future plans,  strategies  and  expectations  of the Company,  are
generally  identifiable  by use  of the  words  "believe,"  "expect,"  "intend,"
"anticipate,"  "estimate,"  "project"  or  similar  expressions.  The  Company's
ability to predict results or the actual effect of future plans or strategies is
inherently uncertain.  Factors which could have a material adverse affect on the
operations and future prospects of the Company and the subsidiaries include, but
are not limited to, changes in: interest  rates,  general  economic  conditions,
legislative/regulatory  changes,  monetary  and  fiscal  policies  of  the  U.S.
Government,  including  policies of the U.S.  Treasury  and the Federal  Reserve
Board, the quality or composition of the loan or investment  portfolios,  demand
for loan products, deposit flows, competition,  demand for financial services in
the Company's  market area and accounting  principles,  policies and guidelines.
These risks and uncertainties should be considered in evaluating forward-looking
statements and undue reliance should not be placed on such  statements.  Further
information  concerning  the  Company  and its  business,  including  additional
factors  that  could  materially  affect the  Company's  financial  results,  is
included in the Company's filings with the Securities and Exchange Commission.

                                       14
<PAGE>
PART II - OTHER INFORMATION


Item 1.   Legal Proceedings.

None.


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 Securities Holders

      (a) The annual meeting of  shareholders of the Corporation was held on May
          20, 2000 ("Annual Meeting")

      (b) The following  directors  were elected at the Annual Meeting for terms
          expiring  in 2003:  Charles L.  Fortinberry,  Bruce H.  McIntyre,  and
          Robert A.  Olsen.  Other  directors  whose terms  continued  after the
          meeting are as follows: Edwin L. Adler, David T. Harrison, and John H.
          Welker, whose  terms expire in 2001,  and Louis D. Beer and William J.
          Clark, whose terms expire in 2002.

      (c) At the Annual Meeting, three directors were elected for terms expiring
          in 2003.

          Director Nominee:               For:         Withheld:        Abstain:
          Charles L. Fortinberry        824,955         14,050             0
          Bruce H. McIntyre             824,955         14,050             0
          Robert A. Olsen               824,955         14,050             0


Item 5.   Other Information.

None.


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

       (a)    Exhibits -

              27  Financial Data Schedule
                  (EDGAR version only)

       (b)    Reports on Form 8-K - None.


                                       15
<PAGE>
                                   SIGNATURES


     In accordance with the requirements of the Securities Exchange Act of 1934,
as amended,  the Registrant has duly caused this Quarterly Report on Form 10-QSB
for the  quarter  ended  June  30,  2000,  to be  signed  on its  behalf  by the
undersigned, thereunto duly authorized.



                                           CLARKSTON FINANCIAL CORPORATION



                                           /s/ David T. Harrison
                                           David T. Harrison
                                           President and Chief Executive Officer



                                           /s/ Terry R. Wolf
                                           Terry R. Wolf
                                           Treasurer


DATE:    August 14, 2000