# SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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# FORM 10-QSB

[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
                                      OF THE SECURITIES EXCHANGE ACT OF 1934
                                   For the quarterly period ended September 30, 2002
                                                        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:333-63685CLARKSTON FINANCIAL CORPORATION
                         (Exact name of small business issuer as specified in its charter)

|MICHIGAN
(State of other jurisdiction of
incorporation or organization) | 38-3412321
(I.R.S. Employer
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

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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: 1,026,012 shares of the Companys Common Stock (no
par value) were outstanding as of September 30, 2002.

Transitional Small Business Disclosure Format (check one):  Yes   ______   No   ____X___



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# 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............12-15


Part II.          Other Information

                  Item 1.
                  ------
                  Legal Proceedings........................................   16

                  Item 2.
                  ------
                  Changes in Securities and Use of Proceeds................   16

                  Item 3.
                  ------
                  Defaults Upon Senior Securities..........................   16

                  Item 4.
                  ------
                  Submission of Matters to a Vote of Securities Holders....   16

                  Item 5.
                  ------
                  Other Information.........................................  16

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


Signatures        ..........................................................  17`

2

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`Part I   Financial Information (unaudited)

                         CLARKSTON FINANCIAL CORPORATION
                           CONSOLIDATED BALANCE SHEET
              September 30, 2002 (unaudited) and December 31, 2001
                  (dollars in thousands, except per share data)

                                                                       September 30,         December 31,
                                                                            2002                2001
                                                                      ----------------       ---------
                                                                        (Unaudited)
ASSETS

Cash and Cash Equivalents
       Total cash and due from banks................................ $         2,776      $       1,856
        Federal funds sold..........................................           2,201              3,975
                                                                     ----------------     -------------
            Total Cash and Cash Equivalents.........................           4,977              5,831

Securities Held to Maturity.........................................          16,262              5,605
Securities Available for Sale, at fair value........................          38,277             36,905

Loans, less Loan Loss Reserve
       Total loans..................................................          49,966             34,455
       Allowance for loan losses....................................            (610)              (419)
                                                                     ----------------    --------------
       Net Loans....................................................          49,357             34,036

Net Property and Equipment..........................................           1,417                794
Accrued interest receivable.........................................             552                441
Deferred Tax Asset..................................................             123                140

Other Assets........................................................             151                168
                                                                     ---------------      -------------
            Total Assets............................................     $   111,113         $   83,920
                                                                         ===========         ==========

LIABILITIES AND SHAREHOLDERS' EQUITY

Deposits
       Noninterest-bearing..........................................          12,246              9,230
       Interest-bearing.............................................          87,518             64,930
                                                                       -------------         ----------
            Total deposits..........................................          99,764             74,160
       Accrued Expenses and Other Liabilities.......................           1,637              1,093

Shareholders' Equity
       Common stock, no par value: 10,000,000
             Shares authorized; 1,026,012 shares
             issued and outstanding as of September 30,
             2002 and December 31, 2001.............................           4,306              4,306
       Capital surplus..............................................           4,306              4,306
       Retained Earnings............................................             583                 88
       Accumulated other comprehensive income (loss)................             517                (33)
                                                                      --------------       ------------
             Total Shareholder Equity...............................           9,712              8,667
                                                                      --------------        -----------

              Total Liabilities and Shareholders' Equity............    $   111,113         $   83,920
                                                                        ============         ==========


           See accompanying notes to consolidated financial statements`

3

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`CLARKSTON FINANCIAL CORPORATION
                                                  CONSOLIDATED STATEMENT OF INCOME
                            Three and Nine Month Periods Ended September 30, 2002 and September 30, 2001
                                           (dollars in thousands, except per share data)
                                                            (unaudited)


                                           Three Months    Three Months    Nine Months     Nine Months
                                              Ended           Ended           Ended           Ended
                                           September 30,   September 30,   September 30,   September 30,
                                               2002            2001           2002            2001
                                               ----            ----           ----            ----

Interest Income
       Loans, including fees ................       $ 880         $   680         $ 2,317      $   1,847
       Securities............................         692             569           2,094          1,502
       Federal Funds sold....................          16              31              51            131
                                                 --------      ----------     -----------     ----------
            Total interest income............       1,588           1,280           4,462          3,480

Interest Expense
       Deposits..............................         729             700           2,016          1,909
       Other.................................           0               0               0              0
                                                 --------      ----------     -----------     ----------
            Total interest expense...........         729             700           2,016          1,909

Net Interest Income..........................         859             580           2,446          1,571

Provision for loan losses....................         108              32             153             73
                                                 --------      ----------     -----------     ----------

Net interest income
After provision for loan losses..............         751             548           2,293          1,498

Noninterest income
     Gains on sale of securities.............          36              89              77            127
     Other income............................          99              38             279            193
                                                 --------      ----------     -----------     ----------
            Total noninterest income.........         135             127             356            320


Noninterest expense
     Salaries and benefits...................         279             202             969            606
     Occupancy expense of premises...........          54              41             180            115
     Furniture and equipment expense.........          45              40             133            110
     Computer and data processing expenses...          54              71             174            168
     Advertising and public relations........          39              34              85             86
     Professional fees.......................          54              24             126             81
     Amortization of deposit premium
         and conversion cost.................           6               5              22             17
     Other expense...........................          53              50             204            118
                                                 --------      ----------     -----------     ----------
            Total noninterest expense........         584             467           1,893          1,301
                                                 --------      ----------     -----------     ----------

Profit before federal income tax.............         302             208             756            517

Federal income tax...........................         107              70             261            167
                                                 --------      ----------     -----------     ----------

Net profit ..................................         195       $     138     $       495        $   350
                                                 ========      ==========     ===========     ==========

Basic and diluted profit per share...........       $ .19        $    .13           $ .48       $    .34
                                                 ========      ==========     ===========     ==========

          See accompanying notes to consolidated financial statements.`

4

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`CLARKSTON FINANCIAL CORPORATION
                 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
  Three and Nine Month Periods Ended September 30, 2002 and September 30, 2001
                             (dollars in thousands)
                                   (Unaudited)




                                             Three Months   Three Months    Nine Months     Nine Months
                                                Ended           Ended          Ended           Ended
                                            September 30,   September 30,  September, 30   September 30,
                                                 2002           2001            2002           2001
                                                 ----           ----            ----           ----

Net profit as Reported...................       $195          $   138          $495            $  350

Other Comprehensive
  Income, Net of Tax:

      Change in unrealized gain / loss
         on securities
          available for sale.............       575              297            550               314
                                           --------           ------      ---------          --------

Comprehensive Profit.....................     $ 770          $   435        $ 1,045           $   664
                                           ========          =======      =========           =======














          See accompanying notes to consolidated financial statements.`

5

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`CLARKSTON FINANCIAL CORPORATION
            CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
                      Nine Months ended September 30, 2002
                             (dollars in thousands)
                                   (Unaudited)





                                                                                                Accumulated
                                                                                                   Other              Total
                                                     Common      Capital       Retained        Comprehensive      Shareholders'
                                                      Stock      Surplus      Earnings             Income            Equity
                                                    ---------    -------      ---------      ------------------  ----------

Balance December 31, 2001.....................       $ 4,306    $4,306             $88                $(33)              $8,667

Net income for nine months
Ended September 30, 2002 (unaudited)..........                                      495                                     495

Increase  in  fair  market  value  of  securities
available for sale............................                                                         550                  550
                                                   ----------   ---------      --------               ----         ------------

Balance September 30, 2002....................       $ 4,306      $4,306   $        583           $    517      $          9,712
                                                     =======      =======  ============           ========      ================









          See accompanying notes to consolidated financial statements.`

6

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`CLARKSTON FINANCIAL CORPORATION
                      CONSOLIDATED STATEMENT OF CASH FLOWS
           Nine Months ended September 30, 2002 and September 30, 2001
                             (dollars in thousands)
                                   (unaudited)



                                                                         Nine Months           Nine Months
                                                                             Ended               Ended
                                                                         September 30,       September 30,
                                                                             2002                2001
                                                                          ----------             ----

Net Cash Provided by Operating Activities:
       Net cash provided by operating activities.....................       $ 1,399         $       901

Cash Flows from Investing Activities:
       Net increase in loans.........................................       (15,511)             (7,231)
       Purchase of held-to-maturity securities.......................       (10,669)             (2,906)
       Proceeds from maturities of held-to-maturity securities.......             0              12,059
       Proceeds from sales of held-to-maturity securities............             0               4,368
       Purchase of available-for-sale securities.....................       (24,465)            (46,719)
       Proceeds from sales of available-for-sale securities..........        23,496              24,656
       Property and equipment expenditures...........................          (708)               (558)
                                                                      -------------       -------------
       Net cash provided by investing activities.....................       (27,857)            (16,331)

Cash Flows from Financing Activities:
       Increase in deposits..........................................        25,603              17,078
                                                                      -------------       -------------

Net increase in cash and cash equivalents............................          (855)              1,648
Cash and cash equivalents at beginning of year.......................         5,831               3,412
                                                                      -------------       -------------

Cash and cash equivalents at September 30, 2002 and 2001.............       $ 4,976         $     5,060
                                                                      =============       =============














          See accompanying notes to consolidated financial statements.`

7

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CLARKSTON FINANCIAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2002 (unaudited) and December 31, 2001

## 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 nine months ended September
30, 2002,  are not  necessarily  indicative of the results that may be expected for the year ending  December 31, 2002.  For further
information,  refer to the consolidated  financial  statements and footnotes thereto included in the Company's Proxy Statement dated
April 1, 2002 containing audited financial statements as of December 31, 2001, 2000 and 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

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CLARKSTON FINANCIAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2002 (unaudited) and December 31, 2001

## NOTE 4 -
SECURITIES

The amortized cost and fair values of securities were as follows (dollars in thousands):

`Available for Sale
                                                                    Gross           Gross           Estimated
                                                    Amortized     Unrealized     Unrealized          Market
                                                       Cost         Gains          Losses             Value
                                                    ----------   -----------    ------------        -------
  September 30, 2002 (Unaudited)
  ------------------------------
         Taxable variable rate demand
             Municipal revenue bonds,
             Short term corporate
             Commercial paper, and bonds
             of government agencies...........      $37,448          $935      $    (106)        $38,277
                                                    ========         ====      ==========        =======

Held to Maturity

  September 30, 2002 (Unaudited)
  ------------------------------
         Taxable variable rate demand
             Municipal revenue bonds,
             Short term corporate
             Commercial paper, and bonds
             of government agencies...........      $16,262        $621       $      (17)        $16,866
                                                  =========       =====       ===========        =======`

Contractual maturities of
debt securities at September 30, 2002, 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.

`Available-for-Sale Securities
                                                                       -------------------------------
                                                                        Amortized          Estimated
                                                                          Cost            Market Value
                                                                        ------           ------------
                                                                          (dollars in thousands)

      Due from 2002 to 2003....................................           $   0                 $   0
      Due from 2003 to 2005....................................               0                     0
      Due from 2005 to 2007....................................           2,026                 2,049
      Due from 2007 to 2032....................................          35,422                36,228
                                                                         ------                ------
                                                                        $37,448               $38,277
                                                                        =======               =======

                                                                               Held-To-Maturity
                                                                       ------------------------------
                                                                       Amortized             Estimated
                                                                          Cost            Market Value
                                                                      ------------         ------------

      Due from 2002-2003.......................................           $   0                 $   0
      Due from 2003-2005.......................................               0                     0
      Due from 2005-2007.......................................               0                     0
      Due from 2007-2032.......................................          16,262                16,866
                                                                         ------                ------
                                                                       $ 16,262               $16,866
                                                                       ========               =======
                                   (Continued)`

9

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CLARKSTON FINANCIAL CORPORATION
                                             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                        September 30, 2002 (unaudited) and December 31, 2001

## NOTE 5 - LOANS

Loans are as follows (dollars in thousands):

`September 30,             December 31,
                                                                 2002                      2001
                                                           ----------------            -----------
                                                             (Unaudited)

        Commercial......................................          $41,033                  $25,299
        Mortgage........................................            5,299                    5,441
        Consumer........................................            3,634                    3,715
                                                           --------------                 --------
                                                                   49,966                   34,455
        Allowance for loan losses.......................              610                      419
                                                            -------------                 --------
                                                            $      49,356                 $ 34,036
                                                            =============                 ========




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





                                                                                            For the
                                                                      Nine months          Year Ended
                                                                        Ended             December 31,
                                                                 September 30, 2002          2001
                                                                 ------------------      ----------
                                                                   (unaudited)

        Balance at beginning of period............................   $   419             $        379
               Provision charged to operating expense.............       153                       90
        Net loan (charge-offs) recoveries.........................        38                      (50)
                                                                   ---------          ---------------

        Balance at end of period.................................. $     610            $         419
                                                                   =========            =============

        Allowance for loan losses as a percentage of
               loans at end of period.............................     1.22%                    1.21%
                                                                     =======             ============`

(Continued)

10

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CLARKSTON FINANCIAL CORPORATION
                                             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                        September 30, 2002 (unaudited) and December 31, 2001

## NOTE 6 -
PREMISES AND EQUIPMENT

Premises and equipment are as follows (dollars in thousands):

`September 30, 2002      December 31, 2001
                                                                ------------------      -----------------
                                                                   (unaudited)

Building and improvements...................................        $ 1,085                    $   404
Furniture and equipment                                                 679                        652
                                                                  ---------                   --------

Total Bank premises and equipment...........................          1,764                      1,056

Less accumulated depreciation...............................            347                        262
                                                                  ---------                   --------

Net carrying amount.........................................        $ 1,417                    $   794
                                                                    =======                    =======






NOTE 7 - DEPOSITS

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



                                                                    September 30,        December 31,
                                                                        2002                 2001
                                                                   --------------        -----------

Demand deposit accounts..........................................       $4,664            $  2,233
Money market accounts............................................       27,425              17,291
Savings accounts.................................................        7,243               5,692
Certificates of Deposit..........................................       48,185              39,714
                                                                        ------            --------
                                                                     $  87,517            $ 64,930
                                                                     =========            ========`

(Continued)

11

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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 Bank operates five customer service locations including two full service branches.

Financial Condition

Total  assets of the Company  increased by $27.2  million or 32.4% to $111.1  million at  September  30,  2002,  from $83.9
million at  December  31,  2001.  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 the fourth  quarter of 2002,  which is
the Bank's fourth full year of operations.

Cash and cash  equivalents,  which include federal funds sold and short-term  investments,  decreased  $800,000 or 13.8% to
$5.0 million at September  30, 2002 from $5.8 million at December  31,  2001.  The decrease is primarily  the result of  reinvesting
cash into investments in an effort to get better utilization and additional spread income.

Securities  increased  $12.0  million or 28.2% to $54.5  million at September  30, 2002 from $42.5  million at December 31,
2001.  The increase is the result of deposit growth and efforts to increase spread income by keeping less cash in federal funds.

Total loans  increased by $15.5  million or 44.9% to $50.0  million at September  30, 2002,  from $34.5 million at December
31, 2001.  Management  continues to cultivate current loan  relationships and has actively marketed its lending territory to further
increase the loan portfolio throughout the year.

The  allowance  for loan losses as of September  30, 2002 was  $610,000,  representing  approximately  1.22% of total loans
outstanding, compared to $419,000 as of December 31, 2001.

Deposit  growth  continues  to be robust  increasing  $25.6  million or 34.5% to $99.8  million for the nine  months  ended
September 30, 2002,  from $74.2 million at December 31, 2001.  The deposit  growth is  attributable  to  aggressively  marketing the
three new Bank offices opened in 2001.

As of  December 31,  2001,  the Company had an  accumulated  profit of $88,000 and as of September  30, 2002,  the retained
earnings was  $583,000.  The  retained  earnings  continue to improve as the Bank has  increased  its net interest and  non-interest
income while continuing to maintain low operating expenses.

12

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Results of Operations

The  Company's  net profit was  $195,000  for the third  quarter of 2002  compared to net profit of $138,000  for the third
quarter of 2001.  The Bank began  operations  in 1999 and has earned a profit every month since  January,  2000.  Net profit for the
nine month period ended September 30, 2002 was $495,000 and included a federal income tax provision of $261,000.

Interest  income for the third quarter of 2002 was $1.6 million,  an increase of 23.1% from interest income of $1.3 for the
third quarter of 2001.  Interest  income for the nine months ended  September  30, 2002 was $4.5 million,  an increase of 28.6% from
$3.5  million for the nine months  ended  September  30,  2001.  This  increase  resulted  primarily  from the increase in loans and
securities as effective  yields have either  remained  stable or decreased  over the prior year.  Interest  expense was $729,000 for
the three  months  ended  September  30,  2002,  an increase of 4.1% from  interest  expense of $700,000  for the three months ended
September  30,  2001.  Interest  expense was $2.0 million for the nine months ended  September 30,  2002, a slight  increase of 5.3%
from interest  expense of $1.9 million for the nine months ended September 30, 2001. This rate of increase was  significantly  lower
than the Company's increase in deposits due to declining short-term interest rates on customer deposits.

The Company had an allowance for loan losses of  approximately  1.22% of total loans at  September 30,  2002. The provision
expense for loan loss for the three month period ended  September 30, 2002,  was $108,000.  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.  Moreover,
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.  Please
note, the Bank has no other  off-balance  sheet liabilities other than commitments to extend credit in the form of letters and lines
of credit

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.

Noninterest  expense was $584,000 for the third  quarter of 2002, a $117,000 (or 25.1%)  increase over the third quarter of
2001,  the increase is  primarily  attributable  to increases in salaries and benefits due to the increase of full time  equivalents
and normal  raises  given to  employees.  Noninterest  expense was $1.9  million for the nine months ended  September  30, 2002,  an
increase of $600,000 or 45.5%,  over the same nine month period ended  September  30, 2001.  These  increases  are  consistent  with
management's plans to grow the assets of the Bank as noted by the opening of several offices during 2001.

13

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Liquidity and Capital Resources

Liquidity  is measured  by our  ability to raise funds  through  deposits,  borrowed  funds,  capital or cash flow from the
repayment of loans and investment  securities.  These funds are used to meet deposit  withdrawals,  maintain  reserve  requirements,
fund loans and support our  operations.  Liquidity is primarily  achieved  through the growth of deposits and liquid  assets such as
securities  available  for sale,  matured  securities,  and federal  funds sold.  Asset and  liability  management is the process of
managing  our balance  sheet to achieve a mix of earning  assets and  liabilities  that  maximizes  profitability,  while  providing
adequate liquidity.

Our  liquidity  strategy is to fund loan growth with deposits and to maintain an adequate  level of short- and  medium-term
investments  to meet typical daily loan and deposit  activity.  Although  deposits from  depositors  located in our market area have
consistently  increased,  there is no assurance  that deposit  growth alone will be  sufficient  to fund our loan growth and provide
monies for additional investing activities.

Shareholders'  equity is a  non-interest  bearing  source of funds that  provides  support  for asset  growth.  The Company
obtained its initial  equity capital in an initial public  offering of its common stock in November,  1998. The Company  believes it
has sufficient capital for its present size, however,  given the Company's growth strategy,  the Company expects it may be necessary
to raise additional equity capital within the next twelve months.

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

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## Item 3
CONTROLS AND PROCEDURES

|(a) | Evaluation of Disclosure Controls and Procedures. The Companys Chief
Executive Officer and Chief Financial Officer, after evaluating the
effectiveness of the companys disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14(c) and 15d-14(c)) as of a date within 90
days of the filing date of this Form 10-QSB Quarterly Report (the
Evaluation Date), have concluded that as of the Evaluation Date, the
Companys disclosure controls and procedures were adequate and effective to
ensure that material information relating to the Company would be made known to
them by others within the Company, particularly during the period in which this
Form 10-QSB Quarterly Report was being prepared.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(b) | Changes in Internal Controls. There were no significant changes in the
Companys internal controls or in other factors that could significantly
affect internal controls subsequent to the date of the most recent evaluation,
nor any significant deficiencies or material weaknesses in such internal
controls requiring corrective actions. As a result, no corrective actions were
taken.                                                                                                                                                                                                                                                                                                                                      

15

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## PART II -
OTHER INFORMATION

## Item 1. Legal
Proceedings.

From time to time,  we may be involved in various  legal  proceedings  that are  incidental  to our  business.  In our
opinion,  we are not a party to any current legal proceedings that are material to our financial  condition,  either individually or
in the aggregate.

## 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

None.

## Item 5. Other
Information.

The Audit Committee of the
Board of Directors approved the categories of all non-audit services performed
by the companys independent accountants during the period covered by this
report

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

(a)    Exhibits

| | 99.1 | Certificate of the Chief Executive Officer of Clarkston Financial Corporation
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
| | ---- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | 99.2 | Certificate of the Chief Financial Officer of Clarkston Financial Corporation
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
| | ---- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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

16

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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  September  30, 2002,  to be signed on its behalf by the  undersigned,
thereunto duly authorized.

| | CLARKSTON FINANCIAL CORPORATION
/s/ Edwin L. Adler
Edwin L. Adler
Chief Executive Officer/s/ J. Grant Smith
J. Grant Smith
Chief Financial Officer
| | --------------------------------------------------------------------------------------------------------------------------------------------------

DATE:    November 13, 2002

17

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# CERTIFICATIONS

I, Edwin L. Adler, certify that:

|1. | I have reviewed this quarterly report on Form 10-QSB of Clarkston Financial Corporation;                                                                                                                                                                                                                                      
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|2. | Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;
|  
|3. | Based on my knowledge, the financial statements, and other financial information
included in this quarterly report, fairly present in all material respects the
financial condition, results of operations and cash flows of the registrant as
of, and for, the periods presented in this quarterly report;                   
|  
|4. | The registrants other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:                                                                                                     

| | (a) | designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others within those entities, particularly during the
period in which this quarterly report is being prepared;
| | --- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | (b) | evaluated the effectiveness of the registrants disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the Evaluation Date); and                                                                                                  
|
| | (c) | presented  in this  quarterly  report our  conclusions  about the  effectiveness  of the  disclosure  controls and
                  procedures based on our evaluation as of the Evaluation Date;                                                                                             

|5. | The registrants other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrants auditors and the audit
committee of registrants board of directors (or persons performing the
equivalent function):
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (a) | all significant deficiencies in the design or operation of internal controls
which could adversely affect the registrants ability to record, process,
summarize and report financial data and have identified for the
registrants auditors any material weaknesses in internal controls; and
| | --- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | (b) | any fraud,  whether or not material,  that involves  management or other employees who have a significant  role in
                  the registrant's internal controls; and                                                                                                                  

18

---

|6. | The registrants other certifying officers and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Date: November 13, 2002

| | /s/ Edwin L. Adler
Edwin L. Adler
Chief Executive Officer
| | ---------------------------------------------------------

19

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I, J. Grant Smith, certify that:

|1. | I have reviewed this quarterly report on Form 10-QSB of Clarkston Financial Corporation;                                                                                                                                                                                                                                      
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|2. | Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;
|  
|3. | Based on my knowledge, the financial statements, and other financial information
included in this quarterly report, fairly present in all material respects the
financial condition, results of operations and cash flows of the registrant as
of, and for, the periods presented in this quarterly report;                   
|  
|4. | The registrants other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:                                                                                                     

| | (a) | designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others within those entities, particularly during the
period in which this quarterly report is being prepared;
| | --- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | (b) | evaluated the effectiveness of the registrants disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the Evaluation Date); and                                                                                                  
|
| | (c) | presented  in this  quarterly  report our  conclusions  about the  effectiveness  of the  disclosure  controls and
                  procedures based on our evaluation as of the Evaluation Date;                                                                                             

|5. | The registrants other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrants auditors and the audit
committee of registrants board of directors (or persons performing the
equivalent function):
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (a) | all significant deficiencies in the design or operation of internal controls
which could adversely affect the registrants ability to record, process,
summarize and report financial data and have identified for the
registrants auditors any material weaknesses in internal controls; and
| | --- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | (b) | any fraud,  whether or not material,  that involves  management or other employees who have a significant  role in
                  the registrant's internal controls; and                                                                                                                  

20

---

|6. | The registrants other certifying officers and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Date: November 13, 2002

| | /s/ J. Grant Smith
J. Grant Smith
Chief Financial Officer
| | ---------------------------------------------------------

21

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EXHIBIT INDEX

|Exhibit | Description                                                                                                                                                                            
|------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       
|99.1    | Certificate of the Chief Executive Officer of Clarkston Financial Corporation
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
|       
|99.2    | Certificate of the Chief Financial Officer of Clarkston Financial Corporation
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.

22

---

# EXHIBIT 99-1

I, Edwin L. Adler, Chief
Executive Officer of Clarkston Financial Corporation, certify, pursuant to 18
U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002, that:

(1) the Quarterly Report on
Form 10-QSB for the quarterly period ended September 30, 2002 which this statement
accompanies fully complies with the requirements of Section 13(a) or 15(d) of
the Securities Exchange Act of 1934, and

(2) the information
contained in the Quarterly Report on Form 10-QSB for the quarterly period ended
September 30, 2002 fairly presents, in all material respects, the financial
condition and results of operations of Clarkston Financial Corporation.

Dated:  November 13, 2002

| | /s/ Edwin L. Adler
Edwin L. Adler
Chief Executive Officer
| | ---------------------------------------------------------

23

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# EXHIBIT 99-2

I, J. Grant Smith,  Chief Financial Officer of Clarkston  Financial  Corporation,  certify,  pursuant to 18 U.S.C.  Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) the Quarterly Report on
Form 10-QSB for the quarterly period ended September 30, 2002 which this statement
accompanies fully complies with the requirements of Section 13(a) or 15(d) of
the Securities Exchange Act of 1934, and

(2) the information
contained in the Quarterly Report on Form 10-QSB for the quarterly period ended
September 30, 2002 fairly presents, in all material respects, the financial
condition and results of operations of Clarkston Financial Corporation.

Dated:  November 13, 2002

| | /s/ J. Grant Smith
J. Grant Smith
Chief Financial Officer
| | ---------------------------------------------------------

24

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