SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 10549

                                   FORM 10-KSB
(Mark One)
[X]     Annual report pursuant to Section 13 or 15(d) of the Securities Exchange
        Act of 1934 (fee  required) for the fiscal year ended  December 31, 1999
        or
[ ]     Transition  report  pursuant to  Section 13 or 15(d) of  the  Securities
        Exchange Act of 1934 (no fee  required) for the  transition  period from
        __________ to __________

                         Commission File Number 0-19181

                          HURON NATIONAL BANCORP, INC.
             (Exact name of registrant as specified in its charter)

                                    MICHIGAN
         (State or other jurisdiction of incorporation or organization)

                                   38-2855012
                        (IRS Employer Identification No.)

                200 East Erie Street, Rogers City, Michigan 49779
           (Address of principal executive offices including zip code)
                                 (517) 734-4734
              (Registrant's telephone number, including area code)

               Securities registered pursuant to 12(b) of the Act:
     Title of each class           Name of each exchange on which registered
             NONE                                  NONE
           Securities Registered Pursuant to Section 12(g) of the Act:
                    Common Stock, par value $10.00 per share
                                (Title of Class)

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding  12 months  (or for such  shorter  period if 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 [ ]

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best of Registrant's  knowledge,  in definitive proxy or information  statements
incorporated  by reference  in Part III of this Form 10-KSB or any  amendment to
this Form 10-KSB. [X]

The aggregate market value of the voting stock held by  "non-affiliates"  of the
Registrant  (for this purpose only, the  affiliates of the Registrant  have been
assumed to be the executive  officers and directors of the  Registrant and their
associates) as of March 17, 2000, was approximately $1,775,680,  based on market
price of $40.00 per share.

As of March 17, 2000, there were  outstanding  62,500 shares of the registrant's
common stock.

DOCUMENTS INCORPORATED BY REFERENCE

Portions  of  the  Registrant's  Proxy  Statement  for  its  Annual  Meeting  of
Shareholders to be held April 26, 2000, are  incorporated by reference into Part
III of this Form 10-KSB Report.
<PAGE>
                                     PART-I
ITEM 1 - BUSINESS

GENERAL

The Registrant,  Huron National Bancorp,  Inc.  (hereinafter  referred to as the
"Registrant"),  is a one-bank holding company  registered under the Bank Holding
Company Act of 1956, as amended.  The  Registrant  was formed for the purpose of
enabling Huron National Bank  (hereinafter  referred to as the "Bank") to form a
one-bank  holding  company.  The Bank became a  wholly-owned  subsidiary  of the
Registrant on May 8, 1990. The  Registrant's  only  subsidiary  and  significant
asset as of December 31, 1999 is the Bank.  The  Registrant  and its  subsidiary
operate in the Banking  industry,  which accounts for substantially all of their
assets, revenues and operating income.

The  Bank  was  organized  in 1980  under  the laws of the  United  States.  Its
deposits,  to the extent  allowed by law,  are  insured by the  Federal  Deposit
Insurance  Corporation.  The  Bank's  main  office is  located  at 200 East Erie
Street, Rogers City, Michigan.

Further  discussion  of the  Registrant's  business is presented in the Business
section on page 9 in the 1999 Annual Report to Shareholders, incorporated herein
by reference.

REGULATION

The  Registrant  is  subject to  supervision  by the Board of  Governors  of the
Federal Reserve System. The Board of Governors must grant prior approval for the
acquisition by a banking  holding company of more than 5% of the voting stock or
substantially  all the assets of any bank or bank  holding  company or  non-bank
company.

In approving  proposed  acquisitions by the  Registrant,  the Board of Governors
considers a number of factors including  expected benefits to the public such as
greater  convenience,  increased  competition  or gains in  efficiency,  weighed
against the risk of possible  adverse  effects  such as undue  concentration  of
resources,  decreased or unfair competition,  conflicts of interest,  or unsound
banking  practices.  The Board of Governors  is empowered to give these  factors
different  weight in the case of  activities  commenced  de novo than it does in
considering the acquisition of a going concern.

The Bank is subject to regulation,  supervision  and regular  examination by the
Officer of the  Comptroller  of the  Currency.  The  regulations  of this agency
affect most aspects of the Bank's business and prescribed  permissible  types of
loans and investments, requirements for branch offices, the permissible scope of
the Bank's activities and impose various other requirements.

A holding  company,  and any of its subsidiary  banks,  are also prohibited from
engaging in certain  tie-in  arrangements  in  connection  with the extension of
credit or supplying of property or services. For example, the Bank generally may
not extend  credit on the  condition  that the customer  obtain some  additional
service from the Bank or the  Registrant or refrain from  obtaining such service
from a competitor.

The Bank is subject to certain  restrictions  imposed by the Federal Reserve Act
on "covered  transactions"  with the  Registrant or a  subsidiary.  The "covered
transactions"  that an insured bank and its subsidiaries are permitted to engage
in with their nonbank  affiliates are limited to the following  amounts:  (i) in
the  case  of  any  one  such  affiliate,   the  aggregate  amount  of  "covered
transactions" of the insured bank and its subsidiaries  cannot exceed 10% of the
capital  stock and  surplus  of the  insured  bank;  and (ii) in the case of all
affiliates,  the aggregate amount of all "covered  transactions:  of the insured
bank and its subsidiaries  cannot exceed 20% of the capital stock and surplus of
the insured  bank.  "Covered  transactions:  are defined by statute to include a
loan or extension of credit to the affiliate, a purchase of securities issued by
an affiliate, a purchase of assets from the affiliate (unless otherwise exempted
by the Federal Reserve), the acceptance of securities issued by the affiliate as
collateral for a loan, and the issuance of a guaranty,  acceptance, or letter of
credit  for the  benefit  of an  affiliate.  Covered  transactions  must also be
collateralized. The Federal Reserve Act

                                                                               1
<PAGE>
PART-I    ITEM 1 - BUSINESS

REGULATION (continued)

further requires that (i) "covered  transactions"  with  affiliates;  (ii) asset
sales to  affiliates;  (iii)  contractual  arrangements  with  affiliates;  (iv)
transactions  in which an  affiliate  acts as an  agent or  broker;  and (v) any
transaction in which an affiliate has a financial  interest or is a participant,
must be made: (x) on terms and under circumstances,  including credit standards,
that are  substantially  the same as those prevailing at the time for comparable
transactions  with or involving  other  nonaffiliated  companies;  or (y) in the
absence of comparable transactions, on terms and under circumstances,  including
credit  standards,  that in good faith  would be offered  to, or would apply to,
nonaffiliated companies. Certain limitations and reporting requirements are also
placed on extensions  of credit by the Bank to its  directors  and officers,  to
directors  and  officers of the  Registrant,  to principal  shareholders  of the
Registrant, and to "related interests" of such directors, officers and principal
shareholders. In addition, such legislation and regulations may affect the terms
upon which any person  becoming a director or officer of the  Registrant  or the
Bank or a principal  shareholder  of the Registrant may obtain credit from banks
with which the Bank maintains a correspondent relationship.

On July 10,  1995,  the FDIC,  the  Office of Thrift  Supervision,  the  Federal
Reserve  and the  Office of the  Comptroller  of the  Currency  published  final
guidelines  implementing the Federal Deposit Insurance  Corporation  Improvement
Act (FDICIA) requirement that the federal banking agencies establish operational
and  managerial  standards  to promote  the safety and  soundness  of  federally
insured depository institutions.  The guidelines, which took effect on August 9,
1995, establish standards for internal controls,  information systems,  internal
audit systems, loan documentation,  credit underwriting, interest rate exposure,
asset growth, and compensation,  fees and benefits.  In general,  the guidelines
prescribe  the  goals to be  achieved  in each  area,  and each  institution  is
responsible  for  establishing  its own procedures to achieve those goals. If an
institution  fails  to  comply  with  any  of the  standards  set  forth  in the
guidelines,   the  institution's  primary  federal  regulator  may  require  the
institution  to submit a plan for  achieving  and  maintaining  compliance.  The
preamble  to the  guidelines  states  that the  agencies  expect  to  require  a
compliance  plan from an  institution  whose  failure to meet one or more of the
standards  is of such  severity  that it  could  threaten  the  safe  and  sound
operation of the institution.  Failure to submit an acceptable  compliance plan,
or  failure  to  adhere  to a  compliance  plan  that has been  accepted  by the
appropriate regulator,  would constitute grounds for further enforcement action.
The federal  banking  agencies have also  published for comment  proposed  asset
quality and earnings  standards which, if adopted,  would be added to the safety
and soundness guidelines.  This proposal, like the final guidelines,  would make
each depository  institution  responsible for establishing its own procedures to
meet such goals.

The Registrant and the Bank are currently in compliance with the minimum capital
requirements  applicable  to such  institutions.  Prompted by the  enactment  of
FDICIA,  the FDIC has  established  a system  of  risk-based  deposit  insurance
premiums.  Based on the  Bank's  prevailing  capital  ratios,  the Bank has been
paying the minimum rate of FDIC insurance since the assessment period that began
January 1, 1996.

LENDING ACTIVITIES

The Bank is actively  engaged in originating  within the Bank's market area real
estate mortgage loans,  commercial loans and installment  loans. The Bank's loan
portfolio  totaled  $26,703,817 at December 31, 1999. This represents  72.41% of
its total assets.  At that date, 57.81% consisted of real estate mortgage loans,
29.53% consisted of installment loans and 12.66% consisted of commercial loans.

Residential  Mortgage  Loans:  The Bank offers  residential  mortgage loans with
fixed rates of interest and loans with provision for periodic adjustments to the
interest rate with three-year balloon  provisions.  The Bank policy is to invest
in residential  mortgage loans in an original principal amount not to exceed 80%
of  the  market  value  of  the  mortgaged  real  estate  (referred  to  as  the
"loan-to-value ratio").

                                                                               2
<PAGE>
PART-I  ITEM 1 - BUSINESS (continued)

In the appraisal process, the Bank assesses both the borrower's ability to repay
the loan and the adequacy of the proposed security. In connection therewith, the
Bank obtains an appraisal of the secured property and information concerning the
income, financial condition, employment and credit history of the applicant. The
Bank  requires  title  insurance  insuring the priority of its lien and fire and
extended coverage  casualty  insurance in order to protect the property securing
its real estate loans.

Commercial  Mortgage  Loans:  The Bank makes mortgage  loans on commercial  real
estate  properties  such  as  office  buildings,   vacant  land  and  industrial
buildings, most of which are located in Presque Isle County.

In its underwriting of commercial  property real estate loans, the Bank may lend
up to 80% of the  securing  property's  appraised  value,  although  the  Bank's
loan-to-value  ratio on income producing property real estate loans is generally
75% or less.

Commercial real estate lending is generally  considered to involve a higher risk
than single family residential lending due to the financial  sensitivity of real
estate projects and developers to general  economic  conditions.  In originating
such real estate loans, the Bank endeavors to reduce the risk by considering the
credit of the borrower,  the location of the real estate, and the quality of the
management, construction and administration of the property.

Installment Loans: The Bank makes various types of installment loans,  including
automobile loans, marine loans,  recreational  vehicle loans, home equity loans,
loans to depositors secured by their deposit accounts, and secured and unsecured
personal loans.  The maturity of installment  loans varies depending on the type
of loan. Home equity, marine and recreational vehicle maturities can be up to 15
years.  Most other types of installment loans have maturities of less than eight
years. The interest rate on the majority of installment loans is fixed.

Commercial  Loans:  The Bank  makes  commercial  loans  (other  than  commercial
mortgage  loans) to  manufacturers,  retailers,  and farmers for the purchase of
equipment,  for working capital and for renovations.  Commercial loans generally
have a higher degree of risk than do mortgage  loans.  While  mortgage loans are
secured  by real  estate  property  the  value  of  which  tends  to be  readily
ascertainable,  commercial  loans  typically  are  made  on  the  basis  of  the
borrower's  ability to make repayment from the cash flow of the business and are
either  unsecured or secured by business  assets,  such as accounts  receivable,
equipment  and  inventory.  As a  result,  the  availability  of  funds  for the
repayment of commercial loans may be substantially dependent upon the success of
the business itself.

COMPETITION

The Bank's primary  market area consists of Presque Isle County,  Michigan where
its sole office is located.  The Bank encounters strong  competition both in the
attraction  of  deposits  and the making of real estate and other  loans.  Huron
National Bank is the only  remaining  community  bank located in Rogers City. In
addition,  the Bank also  competes with a total of four other banks that operate
branches in Presque  Isle County and various  money market funds for deposits in
the Bank's  service  area.  The  principal  methods  used by the Bank to attract
deposit  accounts  include the variety of services  offered,  the interest  rate
offered and the convenience of office location.  The Bank's competition for real
estate and other loans comes from these same financial  insititutions.  The Bank
competes for loans through interest rates,  loan  maturities,  loan fees and the
quality of service extended to borrowers.

In addition to the  financial  institutions  which have  offices in Presque Isle
County,  the Bank competes with several  commercial  banks and savings and loans
institutions in surrounding counties, many of which are larger than the Bank.

Further  discussion  of the  Registrant's  business is presented in the Business
section on page 9 in the 1999 Annual Report to Shareholders  incorporated herein
by reference.

                                                                               3
<PAGE>
PART-I    ITEM 1 - BUSINESS (continued)

I.   STATISTICAL DISCLOSURE

     (A)  Distribution of Assets, Liabilities and Shareholders' Equity;
     (B)  Interest Rates and Interest Differential


A  table  and  discussion  of  the  Distribution  of  Assets,   Liabilities  and
Shareholders'  Equity  and  Interest  Rates  and  Interest  Differential  is  in
"Management's  Discussion  and  Analysis of Financial  Condition  and Results of
Operations"  on pages 3 through 6 under  Analysis of Net Interest  Income in the
1999 Annual Report to Shareholders.  Such information is incorporated  herein by
reference.

II.  INVESTMENT PORTFOLIO

     (A)  A table of book values of the investment  portfolio as of December 31,
          1999  and  1998 is set  forth in Note 3 on pages 18 and 19 of the 1999
          Annual Report to Shareholders. Such information is incorporated herein
          by reference.

     (B)  The following table shows the relative  maturities and weighted yields
          of investments in debt securities at December 31, 1999:
<TABLE>
                                                           1 Year or Less        1 Year - 5 Years       5 Years - 10 Years
                                                          Amount      Yield     Amount      Yield      Amount        Yield
    <S>                                                 <C>           <C>      <C>           <C>       <C>          <C>
    U.S. Treasury securities and obligations of U.S.
       Government, Corporations and Agencies              $ 504,781   5.37%    $ 1,189,810   5.58%     $250,000     6.96%
    States and Municipals (1)                               766,449   6.33%      1,505,939   6.58%
    Mortgage-backed                                                                427,862   5.48%
    Corporate                                               729,601   6.21%
                                                        -----------   -----    -----------   -----     --------     -----
                Totals                                  $ 2,000,831   6.04%    $ 3,123,611   6.05%     $250,000     6.96%
                                                        ===========   =====    ===========   =====     ========     =====
</TABLE>
     (1)  Weighted average yield adjusted to a taxable  equivalent basis using a
          federal income tax rate of 34%.

III.  LOAN PORTFOLIO

     (A)  A table and  discussion of the loan  portfolio as of December 31, 1999
          and 1998 is in  Management's  Discussion  and  Analysis  of  Financial
          Condition  and  Results of  Operations  on page 8 under Loans and Loan
          Review Process and in Notes 1 and 4 on pages 17 and 19,  respectively,
          in the 1999  Annual  Report to  Shareholders,  incorporated  herein by
          reference.

     (B)  The following  table sets forth the  remaining  maturity of commercial
          loans at December  31,  1999  according  to  scheduled  repayments  of
          principal.
<TABLE>
                                   1 Year or Less       1 - 3 Years      Total
           <S>                       <C>                  <C>         <C>
           Commercial loans(1)       $3,284,678           $96,420     $3,381,098
</TABLE>

     (1)  These loans are disclosed at their contractual  maturity,  however,  a
          significant  number  of  loans  are  rolled  over at  maturity.  These
          rollovers  occur  because  contractual   maturity  is  short-term  and
          provides  management  the ability to frequently  review the customers'
          credit worthiness.

                                                                               4
<PAGE>
PART-I    ITEM 1 - BUSINESS (continued)

III.  LOAN PORTFOLIO (continued)

     (C)  (1)  Nonaccrual, Past Due and Restructured Loans

      The following table sets forth non-performing loans at December 31:
<TABLE>
                                                                                 1999            1998
                                                                                 ----            ----
          <S>                                                                   <C>             <C>
          Loans accounted for on a nonaccrual basis                             $78,643         $28,855
          Aggregate amount of loans ninety days or more past due
              (excludes loans on nonaccrual status above)                                           479
          Troubled debt restructuring where terms have been
              renegotiated  to provide a reduction or deferral of
              interest or principal because of a deterioration in
              the  financial  position of the borrower  (excludes
              nonaccrual and loans
              past due ninety days or more above)                                 2,965         135,484
                                                                                -------        --------
                Total non-performing loans                                      $81,608        $164,818
                                                                                =======        ========
          Ratio for allowance for loan losses to non-performing loans             2.23x           1.09x
</TABLE>
     The  accrual  of  interest  is  discontinued  at the point in time at which
     serious  doubt  exists  as to  the  collectibility  of  loan  principal  or
     interest.  Each loan is evaluated on its own merits;  therefore,  loans are
     not   automatically   classified  as  nonaccrual  based  upon  standardized
     criteria.

          (2)  There  are  no  material  loans  that  are  current  as to  which
               management  has serious  doubts as to the ability of the borrower
               to comply with the loan repayment terms, or which are expected to
               need  adjustments in their repayment terms, or which are believed
               to require additional provisions for loan losses.

          (3)  There were no foreign loans  outstanding  as of December 31, 1999
               and 1998.

          (4)  There are no concentrations of loans exceeding 10% of total loans
               which are not already  disclosed  as a category  at December  31,
               1999.

     (D)  As of December 31, 1999, there were no other  interest-bearing  assets
          that would be required to be disclosed under Item III, Parts (C)(1) or
          (C)(2) of the Loan Portfolio listing if such assets were loans.

IV.  SUMMARY OF LOAN LOSS EXPERIENCE

     (A)  The following  table sets forth balances and summarizes the changes in
          the allowance for loan losses for each of the years ended December 31:
<TABLE>
                                                                         1999            1998
                                                                         ----            ----
    <S>                                                                <C>             <C>
    Balance of allowance for loan losses at the beginning of year:      $179,247        $180,631
    Charge-offs:             Commercial loans                                             16,873
                             Real estate loans
                             Installment loans                            13,451           7,843
                                                                       ---------       ---------
                                  Total charge-offs                       13,451          24,716

    Recoveries:              Commercial loans                              1,582           1,208
                             Real estate loans
                             Installment loans                             2,573           1,124
                                                                       ---------       ---------
                                  Total recoveries                         4,155           2,332
</TABLE>

                                                                               5
<PAGE>
PART-I    ITEM 1 - BUSINESS (continued)

IV.  SUMMARY OF LOAN LOSS EXPERIENCE (continued)
<TABLE>
                                                                    1999             1998
                                                                    ----             ----
         <S>                                                     <C>             <C>
              Net loans charged-off                                    9,296          22,384
         Additions to allowance charged to operating expense          12,000          21,000
                                                                 -----------     -----------
              Balance at end of year                               $ 181,951       $ 179,247
                                                                 ===========     ===========
         Average gross loans outstanding                          24,734,000      21,680,000
         Percent of net charge-offs during the period
            to average gross loans outstanding                         0.04%           0.10%
</TABLE>
          Further  discussion  of the provision and allowance for loan losses as
          well as non-performing loans is presented in "Management's  Discussion
          and Analysis of Financial Condition and Results of Operations" on page
          8 under Loans and Loan Review Process and in Notes 1, 4 and 5 on pages
          16, 19 and 20 in the 1999 Annual Report to Shareholders,  incorporated
          herein by reference.

     (B)  The following  table  presents an allocation of the allowance for loan
          losses to the various loan categories for each year ended December 31:
<TABLE>
                                                   1999                                   1998
                                                   ----                                   ----
                                         Allowance        % of Loans to         Allowance     % of Loans to
                                          Amount            Total Loans          Amount        Total Loans
                                          ------            -----------          ------        -----------
       <S>                              <C>                 <C>                 <C>            <C>
       Commercial                        $ 14,854              12.66%            $ 22,975        13.31%
       Real estate                         14,765              57.81%              25,949        56.60%
       Installment                         15,814              29.53%              11,295        30.09%
       Unallocated                        136,518                                 119,028
                                        ---------            --------           ---------       -------
            Total                       $ 181,951             100.00%           $ 179,247       100.00%
                                        =========            ========           =========       =======
</TABLE>
V.   DEPOSITS

     (A)  The  following  table  sets forth  average  deposit  balances  and the
          weighted average rate paid for the years ended December 31:
<TABLE>

                                                                   1999                                     1998
                                                                  Average                                  Average
                                                        Balance           Rate                   Balance           Rate
                                                        -------           ----                   -------           ----
         <S>                                           <C>                <C>                   <C>                <C>
         Demand Deposits                               $ 4,058,765        0.00%                 $ 3,936,969        0.00%
         Interest-bearing
            demand deposits                              4,138,297        2.24%                   3,968,654        2.84%
         Savings                                         7,219,987        2.25%                   6,705,744        2.50%
         Time deposits under $100,000                   14,714,172        5.70%                  13,375,154        5.49%
         Time deposits over $100,000                     1,879,102        5.06%                   1,927,264        5.33%
                                                      ------------      -------                ------------       ------
              Total                                   $ 32,010,323        3.72%                $ 29,913,785        3.74%
                                                      ============      =======                ============       ======
</TABLE>
                                                                               6
<PAGE>
PART-I    ITEM 1 - BUSINESS (continued)

     (B)  The following table summarizes  carrying  balances of time deposits in
          amounts of $100,000  or more by time  remaining  until  maturity as of
          December 31, 1999:
<TABLE>
                          <S>                                                     <C>
                          Three months or less                                    $ 1,745,000
                          Over three months through twelve months                     737,000
                          Over one year                                               100,000
                                                                                  -----------
                               Total                                              $ 2,582,000
                                                                                  ===========
</TABLE>
<TABLE>
                                                                           1999         1998
                                                                           ----         ----
              <S>                                                         <C>          <C>
              Net Income to average assets                                 1.18%        1.15%
              Net Income to average shareholders' equity                  13.32%       13.28%
              Cash dividend payout ratio                                  29.80%       29.59%
              Average shareholders' equity to average total assets         8.89%        8.66%
</TABLE>

VII.  SHORT TERM BORROWING

           NONE

VIII.  ADDITIONAL ITEM - EXECUTIVE OFFICERS

     Executive officers of the Registrant are appointed annually by the Board of
     Directors  at the  meeting of  Directors  following  the Annual  Meeting of
     Shareholders. There are no family relationships among these officers and/or
     Directors of the Registrant nor any  arrangement or  understanding  between
     any officer and any other person pursuant to which the officer was elected.

     The  following  sets  forth  certain   information   with  respect  to  the
     Registrant's executive officers as of December 31, 1999:
<TABLE>
                                                                                                First Elected
              Name (age)                           Position with Registrant                 Officer of the Registrant
              ----------                           ------------------------                 -------------------------
              <S>                                  <C>                                             <C>
              Ervin Nowak (68)                     Chairman                                        1990
              Michael L. Cahoon (66)               President and Chief Executive Officer           1990
              Paulette D. Kierzek (50)             Chief Financial Officer                         1990
</TABLE>

     Mr.  Nowak is a Director  of the  Registrant  and  Chairman of the Board of
     Directors of Huron National Bank, a position he has held for more than five
     years.

     Mr. Cahoon is a Director of the  Registrant,  President and Chief Executive
     Officer. He is also and has been a Director,  President and Chief Executive
     Officer of the Bank since 1984.

     Mrs.  Kierzek is the Chief Financial  Officer of the Registrant and Cashier
     and Secretary to the Board of Directors of Huron  National Bank, a position
     she has held for more than five years.

                                                                               7
<PAGE>
ITEM 2 - DESCRIPTION OF PROPERTY

     The Bank owns the land and building on which the Bank's  office is located,
     200  East  Erie  Street,  Rogers  City.  Michigan.  There  are no  liens or
     mortgages on the above property.

     The  Registrant  operates  its  business at the same  address as the Bank's
     office. No other properties are owned by the Registrant.

ITEM 3 - PENDING LEGAL PROCEEDINGS

     NONE

ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     There were no matters  submitted to a vote of security  holders  during the
     quarter ended December 31, 1999.

ITEM 5 - MARKET FOR COMMON EQUITY AND RELATED SHAREHOLDER MATTERS

     Information  for this item  appears on page 2 of the 1999 Annual  Report to
     Shareholders and is incorporated herein by reference.

ITEM 6 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
         AND RESULTS OF OPERATIONS

     Information  for this item  appears on pages 3 through 9 of the 1999 Annual
     Report to Shareholders and is incorporated herein by reference.

ITEM 7 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

     The following consolidated financial statements appear on pages 11 to 25 in
     the Annual Report to Shareholders  for the year ended December 31, 1999 and
     are incorporated herein by reference:

                     Report of Independent Auditors
                     Consolidated Balance Sheets
                     Consolidated Statements of Income
                     Consolidated Statements of Changes in Shareholders' Equity
                     Consolidated Statements of Cash Flows
                     Notes to the Consolidated Financial Statements

ITEM 8 - CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
         AND FINANCIAL DISCLOSURE

     NONE

                                                                               8
<PAGE>
                                    PART-III

ITEM 9 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

Information  for this item appears under the headings  "Election of  Directors";
"List of Directors and Nominees for Election as Directors";  and  "Committees of
the Board of Directors" in the  Registrant's  2000 Proxy Statement as filed with
the Commission, incorporated herein by reference. In addition, reference is made
to "Additional Item" under Part I of this Form 10-KSB Report on page 6.

ITEM 10 - EXECUTIVE COMPENSATION

Information  for this item  appears  under the heading of "Summary  Compensation
Table" in the  Registrant's  2000 Proxy  Statement as filed with the Commission,
incorporated herein by reference.

ITEM 11 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

Information  for this item appears under the headings of  "Principal  Holders of
Securities";  and "Voting  Securities and Beneficial  Ownership of Directors and
Officers" in the Registrant's 2000 Proxy Statement as filed with the Commission,
incorporated herein by reference.

ITEM 12 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Information for this item appears under the heading of "Other  Transactions"  in
the Registrant's 2000 Proxy Statement as filed with the Commission, incorporated
herein by reference.  In addition,  reference is made to Note 4 of the Companys'
Financial Statements filed under Item 7 of this Report.


ITEM 13 - EXHIBITS AND REPORTS ON FORM 8-K

     3.  Exhibits
               Reference is made to the Exhibit Index on page 10 of this report.

 (b)  Report on Form 8-K
         No reports on Form 8-K were  filed  during the last quarter of the year
         covered by this report.

                                                                               9
<PAGE>
                                   SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  the  registrant  has duly  caused  this report to be signed on its
behalf by the undersigned, thereunto duly authorized, on March 17, 2000.


                          HURON NATIONAL BANCORP, INC.


/s/ Michael L. Cahoon                              /s/ Paulette D. Kierzek
Michael L. Cahoon                                  Paulette D. Kierzek
President and Chief Executive Officer              Chief Financial Officer


Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been duly signed by the  following  persons in the  capacities  indicated on
March 17, 2000.

/s/ Ervin Nowak                                     /s/ Lynwood Lamb
Ervin Nowak                                         Lynwood Lamb
Chairman of the Board                               Director

__________________________________                  /s/ Leon Delekta
Marvin Beatty                                       Leon Delekta
Vice Chairman of the Board                          Director

__________________________________                  /s/ Michael L. Cahoon
Eugene McLean                                       Michael L. Cahoon
Director                                            Director, President and CEO

/s/ Donald Hampton                                  ____________________________
Donald Hampton                                      Louis Dehring
Director                                            Director

/s/ John Tierney
John Tierney
Director

/s/ Dale L. Bauer
Dale L. Bauer                                       Paulette D. Kierzek
Vice President                                      Cashier

                                                                              10
<PAGE>
                                INDEX TO EXHIBITS


        The following exhibits are filed or incorporated by reference as part of
this report:

          3(i)      Articles of  Incorporation of the Registrant as currently in
                    effect and any amendments  thereto  (incorporated  herein by
                    reference  to  exhibit  3(A) of the  Registrant's  Form  S-4
                    Registration Statement dated March 13, 1990, No. 33-33874).

          3(ii)     Bylaws of the  Registrant  as  currently  in effect  and any
                    amendments  thereto  (incorporated  herein by  reference  to
                    exhibit  3(B)  of the  Registrant's  Form  S-4  Registration
                    Statement dated March 13, 1990, No. 33-33874).

          13        Annual Report for the year ended December 31, 1999.

                    The  consolidated  financial  statements  and notes  related
                    thereto  appear on pages 11 - 25,  and the  other  financial
                    information  on page 1 in the Annual Report to  Shareholders
                    are  incorporated  by reference in this Form 10-KSB  Report.
                    With the exception of these statements and information,  the
                    Annual Report to  Shareholders  for the year ended  December
                    31,  1999,  is not deemed  filed as part of this Form 10-KSB
                    Report.

          21        List of Subsidiary on page 11.

          27        Financial Data Schedule on page 12.


                                                                              11
<PAGE>
EXHIBIT 13

                          HURON NATIONAL BANCORP, INC.

                                    CONTENTS
--------------------------------------------------------------------------------



SELECTED FINANCIAL DATA...................................................   1



TWO YEAR SUMMARY OF COMMON STOCK DATA BY QUARTER..........................   2



MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
  CONDITION AND RESULTS OF OPERATIONS.....................................   3



BUSINESS..................................................................   9



DIRECTORS AND EXECUTIVE OFFICERS..........................................  10



CONSOLIDATED FINANCIAL STATEMENTS:

     Report of Independent Auditors.......................................  11

     Consolidated Balance Sheets..........................................  12

     Consolidated Statements of Income....................................  13

     Consolidated Statements of Changes in Shareholders' Equity...........  14

     Consolidated Statements of Cash Flows................................  15

     Notes to the Consolidated Financial Statements....................... 16-25
<PAGE>
                          HURON NATIONAL BANCORP, INC.
                             SELECTED FINANCIAL DATA
--------------------------------------------------------------------------------
<TABLE>

                                                                              For the Year Ended December 31,
SUMMARY OF OPERATIONS                                 1999             1998              1997             1996             1995
---------------------                                 ----             ----              ----             ----             ----
<S>                                               <C>              <C>               <C>              <C>              <C>
     Total interest income                        $ 2,595,526      $ 2,445,180       $ 2,308,579      $ 2,195,890      $ 1,990,838
     Total interest expense                         1,189,450        1,151,318         1,117,854        1,075,226          870,052
                                                  -----------     ------------      ------------     ------------     ------------
     Net interest income                            1,406,076        1,293,862         1,190,725        1,120,664        1,120,786
     Provision for loan losses                         12,000           21,000            36,000           36,000           33,500
                                                  -----------     ------------      ------------     ------------     ------------
     Net interest income after provision
       for loan losses                              1,394,076        1,272,862         1,154,725        1,084,664        1,087,286
     Noninterest income                               119,945          132,034           135,432          147,347          181,258
     Noninterest expense                              905,009          865,599           818,870          786,566          823,719
                                                  -----------     ------------      ------------     ------------     ------------
     Income before income tax                         609,012          539,297           471,287          445,445          444,825
     Provision for income tax                         189,493          159,097           133,356          138,507          138,618
                                                  -----------     ------------      ------------     ------------     ------------

          NET INCOME                                $ 419,519        $ 380,200         $ 337,931        $ 306,938        $ 306,207
                                                  ===========     ============      ============     ============     ============


AVERAGE SHARES OUTSTANDING                             62,500           62,500            62,500           62,500           62,500
--------------------------

PER SHARE DATA
--------------
     Basic and diluted earnings                        $ 6.71           $ 6.08            $ 5.41           $ 4.91           $ 4.90
     Cash dividends                                      2.00             1.80              1.60             1.50             1.25
     Book value, end of year                            51.00            47.25             42.85            39.03            35.76

TOTAL AVERAGE EQUITY (000's)                          $ 3,148          $ 2,864           $ 2,493          $ 2,363          $ 2,141
----------------------------

TOTAL AVERAGE ASSETS (000's)                         $ 35,418         $ 33,061          $ 31,238         $ 29,661         $ 26,395
----------------------------

RATIOS
------
     Return on average total assets                     1.18%            1.15%             1.08%            1.03%            1.16%
     Average shareholders' equity to average
       total assets*                                    8.89%            8.66%             7.98%            7.97%            8.11%
     Return on average shareholders' equity*           13.32%           13.28%            13.56%           12.99%           14.30%
     Dividend payout ratio (dividends divided
       by net income)                                  29.80%           29.59%            29.59%           30.54%           25.51%

PERIOD END TOTALS (000's)
-------------------------

     Total assets                                    $ 36,879         $ 34,729          $ 31,615         $ 30,292         $ 27,752
     Total loans                                       26,704           23,558            19,854           19,186           17,721
     Total deposits                                    33,447           31,455            28,712           27,594           25,277
     Shareholders' equity                               3,188            2,953             2,678            2,440            2,235
</TABLE>
* Average  shareholders'  equity  includes net average  unrealized  gain/loss on
securities available for sale.

                                                                               1
<PAGE>
                TWO YEAR SUMMARY OF COMMON STOCK DATA BY QUARTER

There is no established trading market in the Company's common stock. Such sales
generally occur in Presque Isle County, Michigan. The following table summarizes
sales the Company has  knowledge of occurring  during the last two years.  Where
known,  the  average  sales  price  is  given.   Because  the  shares  are  sold
infrequently  and not on any exchange,  the numbers shown cannot  necessarily be
considered to be an accurate reflection of true market value.
<TABLE>
                                             1999                                         1998
                                             ----                                         ----
                                 Number of         Average Price            Number of            Average Price
                                  Shares             Per Share               Shares               Per Share
                                  ------             ---------               ------               ---------
         <S>                    <C>                 <C>                      <C>                 <C>
         First Quarter          75                  $40.00                    50                 Price Unknown

         Second Quarter         100                 $40.00                    25                   $40.00
                                180                 $38.00                   150                   $39.00

         Third Quarter          56                  $38.00                    50                   $38.00
                                20                  $42.00

         Fourth Quarter         10                  Price Unknown             10                   $40.00
                                 1                  $38.00

</TABLE>
As of December 31, 1999, the Company's shareholder list reflected  approximately
622  shareholders  of record and there were 62,500 shares of common stock issued
and outstanding.

Dividends  declared  per  share  were  $2.00  and  $1.80  during  1999 and 1998,
respectively.

2
<PAGE>
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS
--------------------------------------------------------------------------------


This section presents  information  relevant to understanding  and assessing the
consolidated  financial  condition and results of  operations of Huron  National
Bancorp,  Inc.  and its  wholly-owned  subsidiary,  Huron  National  Bank.  This
discussion  should  be read  in  conjunction  with  the  consolidated  financial
statements and related footnotes contained elsewhere in this report.


SUMMARY
Net income of $419,519 was  reported in 1999  compared to net income of $380,200
in 1998 and $337,931 in 1997.  Basic and diluted earnings per share was $6.71 in
1999  compared to $6.08 in 1998 and $5.41 in 1997.  For 1999,  return on average
assets and average equity equaled 1.18% and 13.32%, respectively.  This compares
to 1.15% and 13.28% in 1998 and 1.08% and 13.56% in 1997.

As of year-end,  total assets were  $36,879,034,  an increase of  $2,150,355  or
6.19% over December 31, 1998.  Total loans increased  $3,145,845 at December 31,
1999 when compared to December 31, 1998, while securities decreased $260,616 and
cash and cash  equivalents  decreased  by $685,846  for the same  period.  These
increases  were  funded by growth in  customer  deposits.  In total,  the Bank's
deposits  increased from  $31,454,714 in 1998 to $33,447,444 in 1999,  with time
deposits  growth of  $726,084  and  interest  bearing  transaction  accounts  of
$643,613. Customers are now committing funds for extended periods of time.

Shareholders'  equity as a percent of assets  increased to 8.64% at December 31,
1999  compared  to 8.50%  for  December  31,  1998.  This is the  result  of the
Company's earnings keeping pace with asset growth.


RESULTS OF OPERATIONS

Analysis of Net Interest Income
The  difference  between  interest  generated by the Bank's  earning  assets and
interest paid on  liabilities  is referred to as net interest  income,  the most
significant component of the Bank's earnings. In 1998, net interest income, on a
fully tax equivalent basis increased by $100,000  compared to 1997. The increase
in the level of deposits  partially  offset the positive  impact on net interest
income from the increase in interest earning assets.

The following table summarizes the increases in net interest income.
<TABLE>
         Net Interest Income
          (In thousands; fully taxable equivalent basis)           1999              1998             1997
        ------------------------------------------------           ----              ----             ----
        <S>                                                    <C>                 <C>              <C>
        Interest Income                                          $ 2,595            $ 2,487            $ 2,354
        Interest Expense                                           1,189              1,151              1,118
                                                               ---------          ---------         ----------

        Net Interest Income                                      $ 1,406            $ 1,336            $ 1,236
                                                               =========          =========         ==========

        Increase in Net Interest Income                             $ 70              $ 100               $ 90
        Percent Increase of Net Interest Income                    5.24%              8.00%              7.88%
</TABLE>

                                                                               3
<PAGE>
The two variables that have the most significant effect on the change in the net
interest  income are volume and rate.  Below is a chart  which  illustrates  the
impact of changes in these two important variables for 1998 and 1997.
<TABLE>
  Change in Net                                                1999 Over 1998                           1998 Over 1997
  Interest Income (1)                                          Change Due to:                           Change Due to:
     (In thousands; fully taxable equivalent basis)    Volumes       Rate         Total        Volume         Rate         Total
  -------------------------------------------------    -------       ----         -----        ------         ----         -----
<S>                                                    <C>           <C>          <C>          <C>            <C>          <C>
  Interest Income
       Loans                                           $  259        $ (50)        $ 209        $ 177         $ (31)       $ 146
       Taxable securities                               $  31           (9)        $  22          (28)            2          (26)
       Tax-exempt securities                              (46)           0           (46)         (16)            4          (12)
       Federal funds sold and other                       (39)         (12)          (51)          25             0           25
                                                      -------        -----         -----        -----         -----        -----
           Total Interest Income                          205          (71)          134          158           (25)         133
                                                      -------        -----         -----        -----         -----        -----

  Interest Expense
       Interest bearing DDA                                 7          (21)          (14)          (1)           (5)          (6)
       Savings                                             12          (16)           (4)           4            (5)          (1)
       Time deposits                                       64          (48)           16           70           (30)          40
                                                      -------        -----         -----        -----         -----
            Total Interest Expense                         83          (85)           (2)          73           (40)          33
                                                      -------        -----         -----        -----         -----        -----
  Net Interest Income                                   $ 122         $ 14         $ 136         $ 85          $ 15          100
                                                      =======        =====         =====        =====         =====
</TABLE>

     (1)  For  purposes of these  tables,  changes in interest due to volume and
          rate were determined as follows:

          Volume  Variance-change  in volume  multiplied by the previous  year's
          rate.

          Rate Variance-change in rate multiplied by the previous year's volume.

          Rate/Volume  Variance-change  in volume  multiplied  by the  change in
          rate. This variance was allocated to volume variance and rate variance
          in proportion to the relationship of the absolute dollar amount of the
          change in each.


Analysis  of the  Bank's net yield on  earning  assets is also used to  evaluate
changes  in net  interest  income.  The net yield on earning  assets  employs an
effective  cost  of  funds  by   recognizing   interest-free   liabilities   and
shareholders'  equity which fund earning assets, and is computed by dividing net
interest income by earning assets.

4
<PAGE>
The  table  below   summarizes   the  Company's   average   balances,   interest
income/expense,  interest rates, net yield on earning assets,  and interest rate
spread.
<TABLE>
Interest Rate Spread and Net
   Yield on Earning Assets                        1999                        1998             1997
   (In Thousands)                     Average                     Average                     Average
Assets                                Balance   Interest  Rate    Balance   Interest  Rate    Balance   Interest  Rate
                                     ---------- --------- ------- --------- --------- ------- --------- --------- -----
<S>                                   <C>        <C>      <C>     <C>        <C>       <C>    <C>        <C>       <C>
  Loans                               $ 24,538   $ 2,200   8.97%  $ 21,662   $ 1,991   9.19%  $ 19,744   $ 1,845   9.35%
  Taxable securities                     4,903       292   5.96%     4,384       270   6.15%     4,837       296   6.12%
  Tax-exempt securities (fully
     taxable equivalent basis)           1,099        77   7.03%     1,750       123   7.02%     1,974       135   6.84%
  Federal funds sold and other           1,090        52   4.77%     1,891       103   5.45%     1,425        78   5.47%
                                      --------   -------   ----    -------   -------   -----   -------    ------   -----
     Total interest earning             31,630     2,621   8.29%    29,687     2,487   8.38%    27,980     2,354   8.41%
                                      --------   -------   -----   -------   -------   -----   -------    ------   -----

  Cash and due from banks                2,996                       2,725                       2,635
  Other assets, net                        792                         649                         623
                                    ----------                  ----------                  ----------
      Total Assets                    $ 35,418                    $ 33,061                    $ 31,238
                                    ==========                  ==========                  ==========

Liabilities
  Interest bearing DDA's               $ 4,227        93   2.20%   $ 3,968       107   2.70%   $ 4,021       113   2.80%
  Savings                                7,220       162   2.24%     6,706       166   2.48%     6,546       167   2.56%
  Time deposits                         16,491       894   5.42%    15,329       878   5.73%    14,124       838   5.93%
                                     --------- --------- ------- --------- --------- ------- --------- --------- -------
     Total interest bearing             27,938     1,149   4.11%    26,003     1,151   4.43%    24,691     1,118   4.53%
                                     --------- --------- ------- --------- --------- ------- --------- --------- -------

  DDA's                                  4,053                       3,911                       3,684
  Other liabilities                        279                         283                         370
  Shareholders' equity                   3,148                       2,864                       2,493
                                     ---------                   ---------                   ---------
       Total liabilities
          and equity                  $ 35,418                    $ 33,061                    $ 31,238
                                     =========                   =========                   =========

       Net Interest Income (fully                $ 1,472                     $ 1,336                     $ 1,236
         taxable equivalent basis)               =======                     =======                     =======

       Net yield on interest
         earning assets                                    4.65%                       4.50%                       4.42%
                                                           =====                       =====                       =====

       Net interest spread                                 4.18%                       3.95%                       3.88%
                                                           =====                       =====                       =====

       Interest earning assets/
          interest bearing liabilities                     1.13x                       1.14x                       1.13x
</TABLE>

                                                                               5
<PAGE>
Non-Interest Income

The Company recorded  noninterest  income of $119,945,  a decrease of $12,089 or
(9.16)% from $132,034 in 1998. This decrease was  attributable to a reduction in
service charges on returned checks,  non-sufficient funds and other service fees
in 1999.

Non-Interest Expense

During 1999,  noninterest expense increased by $39,410 or 4.55% from $865,599 in
1998 to $905,009 in 1999. The increases  included $33,299 in salaries & benefits
which  included  contributions  to the SEP  Plan  and  the  normal  increase  in
salaries.  The other increases include $4,134 in Premises & Equipment and $2,323
in Legal and Accounting Fees.

Provision for Income Taxes

The  provision  for income  taxes was  $189,493 in 1999  compared to $159,097 in
1998,  an  increase of $30,396 or 19.11%.  The  effective  tax rate,  derived by
dividing  applicable  income tax expense by income before taxes, was 31% in 1999
and 30% in 1998.


FINANCIAL CONDITION

Liquidity and Interest Rate Sensitivity

The  Bank's  principal   asset/liability   management   objectives  include  the
maintenance  of adequate  liquidity and  appropriate  interest rate  sensitivity
while maximizing net interest income.

Liquidity  is generally  defined as the ability to meet cash flow  requirements.
For a bank,  meeting cash flow  requirements  means  having  funds  available to
satisfy  customer  credit  needs  as  well as  having  funds  available  to meet
depositor  withdrawal requests.  For the parent company,  liquidity means having
funds available to pay cash dividends and other operating expenses.

The Bank's primary sources of short-term  liquidity are its securities available
for sale and ability to raise money through federal funds purchased.  Its longer
term sources of liquidity are maturities of securities, loan repayments,  normal
deposit growth and  negotiable  certificates  of deposit.  The primary source of
funds for the parent company is the upstream of dividends from the Bank.

Management  believes  the Bank has  adequate  sources of  liquidity  to meet its
anticipated requirements.

As previously noted,  interest income and interest expense are also dependent on
changing  interest rates. The relative impact of changing  interest rates on net
interest  income  depends  on  the  rate  sensitivity  to  such  changes.   Rate
sensitivity generally depends on maturity structures, call provisions, repayment
penalties etc. of the respective financial  instruments.  The Bank's exposure or
sensitivity   to   changing   interest   rates  is  measured  by  the  ratio  of
rate-sensitive  assets to rate-sensitive  liabilities.  Management believes that
the Bank's  rate  sensitive  position  is  adequate  in a normal  interest  rate
movement environment.

6
<PAGE>
GAP Analysis

The following  table as of December 31, 1999 reflects how management has matched
assets  to  liabilities  that  mature  or have the  ability  to  reprice  in the
following time frame:
<TABLE>
Assets                        0-90 Days        91-365 Days       1 - 3 Years     3 - 5 Years       5 Years +           Total
------                        ---------        -----------       -----------     -----------       ---------           -----
<S>                        <C>              <C>               <C>               <C>               <C>              <C>
Loans                        $ 1,938,000       $ 2,268,000       $ 4,190,000      $ 9,725,000      $ 8,583,000       $ 26,704,000
Investments                       90,000         1,404,000         1,818,000          742,000        1,248,000          5,302,000
Federal Funds                    600,000                 0                 0                0                0            600,000
                           -------------    --------------   ---------------   --------------    -------------    ---------------
   Total                       2,628,000         3,672,000         6,008,000       10,467,000        9,831,000         32,606,000
                           -------------    --------------    --------------   --------------    -------------    ---------------

Liabilities
Interest-bearing
   transaction accounts        5,178,000                                                                                5,178,000
Savings                        7,367,000                                                                                7,367,000
Certificates of Deposit        4,640,000         3,610,000         6,668,000        2,016,000                          16,934,000
                           -------------    --------------    --------------   --------------    -------------    ---------------
   Total                      17,185,000         3,610,000         6,668,000        2,016,000                0         29,479,000

Asset/(Liabilities) GAP      (14,557,000)           62,000          (660,000)       8,451,000        9,831,000          3,127,000
                           =============    ==============    ==============   ==============    =============    ===============

Cumulative GAP             $ (14,557,000)    $ (14,495,000)    $ (15,155,000)    $ (6,704,000)     $ 3,127,000
                           =============    ==============    ==============   ==============    =============
</TABLE>


Interest-bearing transaction and savings accounts are classified as repricing in
0-90 days as these instruments  provide management with the discretion to adjust
their rates.  Further,  because this category has no maturity  schedule or early
withdrawal penalty, depositors are free to move their funds based on rate alone.
Therefore, management recognizes that these categories, although generally lower
costing funds, are rate sensitive to the extent of interest rate movements.

The Bank's  cumulative  1 year GAP  position  increased  from  ($12,756,000)  at
December  31,  1998 to  ($14,495,000)  at  December  31,  1999 as a result  of a
decrease of asset  maturities in the investment area.  Management  believes that
the GAP  overstates  true  interest  sensitivity.  Interest  exposure  is not as
significant  as  expressed  in the above  schedule as rates on  interest-bearing
transaction  and  savings  accounts  may  not  reprice  on an  "instant  basis".
Management  believes  liabilities  do not need to be  repriced  as soon as rates
begin to move which  gives them a "lag time" in the market and for the assets to
reprice.  It is also their  belief  that they are in a  sufficient  position  to
minimize  any adverse  effect to the Bank's  financial  position due to interest
rate changes.

Capital

Management  attempts to maintain  sufficient capital to take advantage of market
opportunities, yet provide a fair return to its shareholders.

The National Bank Act places  limitations  on the ability of the Bank to declare
and pay dividends.  As a general matter,  the Bank may not pay dividends greater
than the  total of the  Bank's  net  profits  for that  year  combined  with its
retained net profits of the two preceding years. Further, the Comptroller of the
Currency may prohibit the payment of cash  dividends  where it deems the payment
to be an unsafe and unsound banking practice.  Under the most restrictive of the
dividend  restrictions,  in 2000 the Bank  could  pay  additional  dividends  of
approximately $562,000 plus 2000 net income to the Holding Company.

                                                                               7
<PAGE>
Management believes that a strong capital position is paramount to its continued
profitability and continued depositor and investor confidence.  It also provides
Huron National Bank flexibility to take advantage of growth opportunities and to
accommodate larger Bank loan customers. Regulators have established "risk-based"
capital  guidelines  for  banks  and  bank  holding  companies.  Because  of the
Company's and Bank's size,  regulatory  capital  requirements  apply only to the
Bank.

Under the guidelines,  minimum capital levels are established for risk based and
total  assets.  For the  risk  based  computation,  the  ratio  is  based on the
perceived risk in asset categories and certain  off-balance-sheet items, such as
standby  letters of credit.  The  guidelines  define  Tier 1 capital  and Tier 2
capital.  Tier 1 capital  includes  common  shareholders'  equity,  while Tier 2
Capital adds the allowance for loan losses.  Tier 1 Capital cannot exceed Tier 2
Capital.  Banks are  required to have ratios of Tier 1 Capital to risk  weighted
assets of 4% and total capital (Tier 1 plus Tier 2) of 8%. At December 31, 1998,
Huron  National  Bank had  capital  ratios  well  above the  minimum  regulatory
guidelines as noted within footnote 14 of the Consolidated Financial Statements.

Loans and Loan Review Process

Maintaining  high asset  quality  is a key  determinant  of the Bank's  success.
Therefore,   Management   continually  monitors  impaired,   non-performing  and
delinquent loans and reports them monthly to the Board of Directors.

Non-accrual and loans past due 90 days or more approximated  $79,000 or 0.29% of
total loans at December 31, 1999  compared to  approximately  $29,000 or 0.12% a
year earlier.

The provision  for loan losses was $12,000 in 1999,  $21,000 in 1998 and $36,000
in 1997.  For the same  years,  charge-offs,  net of  recoveries,  were  $9,296,
$22,384 and $30,324, respectively.

The allowance for loan losses is at $181,951 or 0.68% of total loans at December
31, 1999  compared to  $179,247  or 0.76% of total loans at year-end  1998.  The
allowance is consistent  with  Management's  recognition  of problem loans along
with Management's  strategy to emphasize the quality of the loan portfolio.  The
allowance  is  considered  adequate  by  Management.  (See  also  Note  1 to the
Consolidated Financial Statements)

Effects of Inflation

Inflation  can have a  significant  affect on the reported  financial  operating
results of all  industries.  This is especially  true in industries  with a high
proportion of fixed assets and inventory.  Inflation has an impact on the growth
of total assets in the banking  industry and the need to maintain a proper level
of equity capital.

Interest rates are significantly  affected by inflation,  but it is difficult to
assess the impact since  neither the timing nor the  magnitude of the changes in
the consumer price index coincide with changes in interest  rates.  There is, of
course, an impact on longer-term earning assets;  however, this effect continues
to diminish as investment  maturities are shortened and interest-earning  assets
and   interest-bearing   liabilities   shift  from   fixed-rate   long-term   to
rate-sensitive short-term.

8
<PAGE>
BUSINESS

Huron National  Bancorp,  Inc.,  along with its wholly-owned  subsidiary,  Huron
National  Bank,  provides its customers  with a full line of commercial  banking
services  with its only  office  located in Rogers  City,  Michigan.  The Bank's
customer base consists of individuals, agricultural concerns, resort and related
businesses and small to medium-sized manufacturing companies. The Bank's service
area consists  primarily of Presque Isle County in the  northeastern  portion of
Michigan's lower peninsula.

Huron  National  Bank is the largest of two banks  located in Rogers  City.  The
other was  purchased  by a bank  holding  company  and  converted  into a branch
office.  The Bank also  competes for loans and deposits  with a savings and loan
institution,  and two credit unions.  In addition,  a total of three other Banks
operate branches in Presque Isle County, and money market funds also compete for
deposits in the Bank's service area.

The Bank regularly makes  commitments for secured term loans and commitments for
lines of credit.  These lines of credit are  reviewed on an annual  basis by the
Bank's  Board of  Directors.  However,  these  commitments  are firm only to the
extent that the respective  borrower maintains a satisfactory credit history and
does not  represent  any  unusual  credit  risk.  The Bank  had  $2,318,500  and
$2,308,200 as of December 31, 1999 and 1998 in  outstanding  lines of credit and
commitments to make loans of which $827,922 and $1,041,940  were still available
to the respective borrower.  Furthermore,  the Bank had issued letters of credit
totaling $288,248 as of December 31, 1999.

A  portion  of  the  Bank's  deposits  are  obtained  from  and  loans  made  to
agricultural  concerns  and resort and  related  businesses.  There are no other
material  concentrations  of credit to, nor have other material  portions of the
deposits been received from, a single person, persons, industry or group.

The economy of the market area served by the Bank is significantly influenced by
the seasonal effects of the tourist and agricultural industries. The business of
the Bank  has  been  only  mildly  affected  by the  seasonal  aspects  of these
components of the local economy.

As of  December  31,  1999,  the  Bank  did not  have  any  foreign  sources  or
applications of funds.

Compliance with federal, state, and local statutes and/or ordinances relating to
the protection of the  environment  is not expected to have any material  effect
upon the Bank's capital expenditures, earnings, or competitive position.

The Bank employed 14 full-time  employees and 4 part-time  employees at December
31, 1999.

The Bank does not offer commercial, consumer, international, trust, or municipal
trading services.

                                                                               9
<PAGE>
                        DIRECTORS AND EXECUTIVE OFFICERS

ERVIN R. NOWAK                             EUGENE MCLEAN
Chairman of the Board of:                  Director of:
  Huron National Bancorp, Inc. and           Huron National Bancorp, Inc.
  Huron National Bank                        Huron National Bank
President of Builders Mart, Inc.           Retired Shipping Captain

MARVIN C. BEATTY                           LYNWOOD LAMB
Vice-Chairman of:                          Director of:
  Huron National Bancorp, Inc.               Huron National Bancorp, Inc.
  Huron National Bank                        Huron National Bank
Owner StateWide Real Estate                Investment Advisor

LOUIS DEHRING                              MICHAEL L. CAHOON
Director of:                               President and Chief Executive Officer
  Huron National Bancorp, Inc.             and Director of:
  Huron National Bank                        Huron National Bancorp, Inc.
Owner Paull Investments                      Huron National Bank

DONALD A. HAMPTON                          LEON DELEKTA
Director of:                               Director of:
  Huron National Bancorp, Inc.               Huron National Bancorp, Inc.
  Huron National Bank                        Huron National Bank
President of The Buoy, Inc. and            Retired Potato Farmer and
Hampton IGA, Inc.                          Truck Transportation

JOHN A. TIERNEY                            PAULETTE D. KIERZEK
Director of:                               Cashier of Huron National Bank
  Huron National Bancorp, Inc.             Chief Financial Officer of:
  Huron National Bank                        Huron National Bancorp, Inc.
Owner of Tierney & Williams, Inc.,         Secretary to the Board of:
President of 211 Bar & Restaurant;           Huron National Bancorp, Inc.
Partner of Knost Cottages; and Secretary-    Huron National Bank
Treasurer of Aurora Gas Company

DALE L. BAUER
Vice-President of:
  Huron National Bank


10
<PAGE>
                         REPORT OF INDEPENDENT AUDITORS

Shareholders and Board of Directors
Huron National Bancorp, Inc.
Rogers City, Michigan

We have audited the accompanying  consolidated  balance sheets of Huron National
Bancorp,  Inc. as of December  31, 1999 and 1998,  and the related  consolidated
statements of income,  shareholders' equity and cash flows for each of the three
years in the period ended December 31, 1999. These financial  statements are the
responsibility of the Company's management.  Our responsibility is to express an
opinion on these financial statements based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated  financial statements referred to above present
fairly,  in all material  respects,  the  financial  position of Huron  National
Bancorp,  Inc.  as of  December  31,  1999  and  1998,  and the  results  of its
operations  and its cash flows for each of the three  years in the period  ended
December 31, 1999 in conformity with generally accepted accounting principles.

As disclosed in Note 1 to the consolidated financial statements, on July 1, 1999
the Company  changed its method of accounting  for  derivative  instruments  and
hedging activities to comply with new accounting guidance.



                                             /s/ Crowe, Chizek and Company LLP
                                             Crowe, Chizek and Company LLP
<PAGE>
HURON NATIONAL BANCORP, INC.
<TABLE>
                           CONSOLIDATED BALANCE SHEETS
                           December 31, 1999 and 1998

ASSETS                                                                             1999                           1998
                                                                                   ----                           ----
<S>                                                                             <C>                           <C>
    Cash and due from banks                                                      $3,634,757                   $3,220,603
    Federal funds sold                                                              600,000                    1,700,000
           Total Cash and cash equivalents                                        4,234,757                    4,920,603
    Securities available for sale                                                 4,814,098                    2,054,141
    Securities held to maturity
        (Fair value of $490,000 in 1999
          and $3,577,000 in 1998)                                                   487,584                    3,508,157

    Loans                                                                        26,703,817                   23,557,972
        Allowance for loan losses                                                  (181,951)                    (179,247)
           Net loans                                                             26,521,866                   23,378,725

    Bank premises and equipment - net                                               442,326                      471,895
    Accrued interest receivable                                                     265,011                      267,182
    Other real estate owned                                                               0                       21,448
    Other assets                                                                    113,392                      106,528
                                                                               ============                 ============
              Total Assets                                                     $ 36,879,034                 $ 34,728,679
                                                                               ============                 ============

LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities
    Deposits
        Non interest-bearing transaction accounts                                $3,968,819                   $3,856,217
        Interest-bearing transaction accounts                                     5,177,940                    4,534,327
        Savings                                                                   7,366,913                    6,856,482
        Time                                                                     16,933,772                   16,207,688
              Total deposits                                                     33,447,444                   31,454,714
    Accrued interest payable                                                         70,036                       73,729
    Other liabilities                                                               173,760                      247,039
              Total liabilities                                                  33,691,240                   31,775,482

Shareholders' Equity
    Common stock, $10 par value:  100,000 shares
      authorized and 62,500 outstanding                                             625,000                      625,000
    Additional paid in capital                                                      625,000                      625,000
    Retained earnings                                                             1,985,816                    1,691,297
    Accumulated other comprehensive income (loss), net
      of tax of $24,738 in 1999 and ($6,129) in 1998                                (48,022)                      11,900
              Total shareholders' equity                                          3,187,794                    2,953,197
                                                                              =============                 ============
                 Total liabilities and shareholders' equity                    $ 36,879,034                 $ 34,728,679
                                                                              =============                 ============
</TABLE>
                             See accompanying notes
12
<PAGE>
HURON NATIONAL BANCORP, INC.
<TABLE>
                        CONSOLIDATED STATEMENTS OF INCOME
              For the years ended December 31, 1999, 1998, and 1997

                                                                     1999                     1998                   1997
Interest Income                                                      ----                     ----                   ----
<S>                                                                <C>                      <C>                   <C>
    Loans, including fees                                          $ 2,200,281              $ 1,990,859           $ 1,845,367
    Federal funds sold                                                  49,530                  101,184                75,557
    Securities:
      Taxable                                                          292,201                  269,853               296,320
      Tax exempt                                                        51,264                   81,034                89,085
      Other                                                              2,250                    2,250                 2,250
                                                                 -------------            -------------            ----------
        Total interest income                                        2,595,526                2,445,180             2,308,579

Interest Expense
    Deposits                                                         1,189,450                1,151,318             1,117,854
                                                                 -------------            -------------            ----------
Net Interest Income                                                  1,406,076                1,293,862             1,190,725

Provision for Loan Losses                                               12,000                   21,000                36,000
                                                                 -------------            -------------            ----------
Net Interest Income After
   Provision for Loan Losses                                         1,394,076                1,272,862             1,154,725

Non-Interest Income
    Service charges                                                     78,789                   87,855                89,426
    Other                                                               41,156                   44,179                46,006
                                                                 -------------            -------------            ----------
        Total non-interest income                                      119,945                  132,034               135,432

Non-Interest Expense
    Salaries and benefits                                              468,777                  435,478               408,008
    Premises and equipment                                             137,094                  132,960               126,685
    Legal and accounting fees                                           59,049                   56,726                57,915
    Other operating expense                                            240,089                  240,435               226,262
                                                                 -------------            -------------            ----------
        Total non-interest expense                                     905,009                  865,599               818,870

Income Before Income Tax                                               609,012                  539,297               471,287

Provision for Income Tax                                               189,493                  159,097               133,356
                                                                 -------------            -------------            ----------
Net Income                                                           $ 419,519                $ 380,200             $ 337,931
                                                                 =============            =============            ==========

Basic and diluted Earnings Per Share                                    $ 6.71                   $ 6.08                $ 5.41
                                                                 =============            =============            ==========
</TABLE>
                             See accompanying notes
                                                                              13
<PAGE>
HURON NATIONAL BANCORP, INC.

<TABLE>
    CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY For the years
                     ended December 31, 1999, 1998, and 1997

                                                                                                     Other
                                                                                                 Comprehensive
                                                                   Additional                      Income (loss),       Total
                                                      Common        Paid In        Retained            Net           Shareholders'
                                                       Stock        Capital        Earnings          Of Tax             Equity
<S>                                                  <C>           <C>            <C>                 <C>           <C>
BALANCE AT JANUARY 1, 1997                           $ 625,000     $ 625,000      $ 1,185,666         $ 4,007       $ 2,439,673
    Net income for the year                                                           337,931                           337,931
    Other comprehensive income:
       Net change in unrealized gains (losses)
         on securities available for sale,
         net of tax                                                                                       246               246
                                                                                                                 ---------------
           Total comprehensive income                                                                                   338,177
    Cash dividends ($1.60 per share)                                                 (100,000)                         (100,000)
                                                  ------------- -------------  ---------------  --------------   ---------------

BALANCE AT DECEMBER 31, 1997                           625,000       625,000        1,423,597           4,253         2,677,850
    Net income for the year                                                           380,200                           380,200
    Other comprehensive income:
       Net change in unrealized gains (losses)
         on securities available for sale,
         net of tax                                                                                     7,647             7,647
                                                                                                                 ---------------
           Total comprehensive income                                                                                   387,847
    Cash dividends ($1.80 per share)                                                 (112,500)                         (112,500)
                                                  ------------- -------------  ---------------  --------------   ---------------

BALANCE AT DECEMBER 31, 1998                           625,000       625,000        1,691,297          11,900         2,953,197
    Net income for the year                                                           419,519                           419,519
    Other comprehensive income:
       Net change in unrealized gains (losses)
         on securities available for sale, net of                                                     (59,922)          (59,922)
           reclassification adjustments and tax effects
       Net cumulative effect of adopting
          SFAS No. 133
           Total other comprehensive income (loss)
           Total comprehensive income                                                                                   359,597
    Cash dividends ($2.00 per share)                                                 (125,000)                         (125,000)
                                                  ------------- -------------  ---------------  --------------   ---------------
BALANCE AT DECEMBER 31, 1999                         $ 625,000     $ 625,000      $ 1,985,816       $ (48,022)      $ 3,187,794
                                                  ============= =============  ===============  ==============   ===============

</TABLE>

14
<PAGE>
HURON NATIONAL BANCORP, INC.
<TABLE>
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
             For the years ended December 31, 1999, 1998, and 1997

CASH FLOWS FROM OPERATING ACTIVITIES                                                  1999               1998               1997
<S>                                                                                <C>                <C>                <C>
    Net income                                                                     $ 419,519          $ 380,200          $ 337,931
    Adjustments to reconcile net income to net cash
      from operating activities
        Depreciation and amortization                                                 57,443             54,291             45,815
        Net premium amortization and discount accretion on securities                218,911            144,832            133,489
        Provision for loan losses                                                     12,000             21,000             36,000
        Increase/(decrease) in cash from change in assets and liabilities:
            Interest receivable                                                        2,171              3,480            (36,030)
            Other assets and other real estate                                        14,584             24,294            (36,968)
            Interest payable                                                          (3,693)            11,440               (927)
            Other liabilities                                                        (42,412)            80,150            (32,548)
                                                                              ---------------    ---------------    ---------------
                Net cash from operating activities                                   678,523            719,687            446,762
                                                                              ---------------    ---------------    ---------------

CASH FLOWS FROM INVESTING ACTIVITIES
    Available-for-sale securities:
        Purchases                                                                 (1,997,513)        (1,070,932)          (988,751)
        Maturities                                                                 1,281,429          1,000,000            750,000
    Held-to-maturity securities:
        Purchases                                                                          0           (501,852)        (1,216,735)
        Maturities                                                                   667,000          1,510,000          1,839,000
    Net increase in loans                                                         (3,155,141)        (3,748,103)          (721,289)
    Purchases of property and equipment, net                                         (27,874)            (9,413)           (73,990)
                                                                              ---------------    ---------------    ---------------
                Net cash used in investing activities                             (3,232,099)        (2,820,300)          (411,765)
                                                                              ---------------    ---------------    ---------------

CASH FLOWS FROM FINANCING ACTIVITIES
    Net increase in deposit accounts                                               1,992,730          2,742,665          1,118,039
    Dividends paid                                                                  (125,000)          (112,500)          (100,000)
                                                                              ---------------    ---------------    ---------------
                Net cash from financing activities                                 1,867,730          2,630,165          1,018,039
                                                                              ---------------    ---------------    ---------------

NET INCREASE/(DECREASE) IN CASH AND
  CASH EQUIVALENTS                                                                  (685,846)           529,552          1,053,036
CASH AND CASH EQUIVALENTS AT:
  BEGINNING OF PERIOD                                                              4,920,603          4,391,051          3,338,015
                                                                              ---------------    ---------------    ---------------
  END OF PERIOD                                                                  $ 4,234,757        $ 4,920,603        $ 4,391,051
                                                                              ===============    ===============    ===============

SUPPLEMENTAL DISCLOSURES OF
 CASH FLOW INFORMATION
    Cash paid during the period for:
      Interest                                                                   $ 1,193,143        $ 1,137,543        $ 1,118,781
      Federal income tax                                                             241,169             79,304            169,413
</TABLE>

Non cash investing activities
Loans in the amount of $21,448 and $23,448 were transferred to other real estate
in 1998 and 1997.
Transferred from held-to-maturity securities to available-for-sale   $ 2,294,050

                             See accompanying notes
                                                                              15
<PAGE>
HURON NATIONAL BANCORP, INC.


                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                        December 31, 1999, 1998, and 1997

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNT POLICIES

     NATURE OF OPERATIONS ~ The consolidated  financial  statements  include the
accounts of Huron National  Bancorp,  Inc. (the "Company") and its  wholly-owned
subsidiary, Huron National Bank (the "Bank"). All material intercompany balances
and transactions are eliminated in consolidation.

     The Company is engaged in the business of  commercial  and retail  banking,
with operations  conducted through its office located in Rogers City,  Michigan.
The surrounding communities are the source of substantially all of the Company's
deposit and loan  activities.  The majority of the  Company's  income is derived
from  commercial and retail lending  activities.  Primarily all  installment and
residential loans are secured by real and personal  property.  Approximately 90%
of commercial loans are secured by real estate.

     USE OF  ESTIMATES ~ To prepare  financial  statements  in  conformity  with
generally  accepted  accounting  principles,   management  makes  estimates  and
assumptions  based on available  information.  These  estimates and  assumptions
affect the amounts  reported in the  financial  statements  and the  disclosures
provided, and future results could differ. The allowance for loan losses and the
fair value of financial instruments are particularly subject to change.

     SECURITIES ~ Securities  are  classified as held to maturity and carried at
amortized cost when  management has the positive intent and ability to hold them
to maturity.  Securities are classified as available for sale when they might be
sold before maturity.  Securities  available for sale are carried at fair value,
with unrealized  holding gains and losses reported net of tax, as a component of
other comprehensive  income.  Securities are classified as trading when held for
short term  periods in  anticipation  of market  gains,  and are carried at fair
value. Securities are written down to fair value when a decline in fair value is
not temporary.

As of July 1, 1999,  the Company  adopted  Statements  of  Financial  Accounting
Standards  (SFAS) No. 133,  "Accounting  for Derivative  Instruments and Hedging
Activities". SFAS No. 133 requires all derivatives to be recorded at fair value.
Unless designated as hedges, change in these fair values will be recorded in the
income statement. Fair value changes involving hedges will generally be recorded
by offsetting gains and losses on the hedged item if not otherwise recorded.  As
permitted in SFAS No. 133, the Company transferred  securities with an amortized
cost of  $xxxxxxxxxxx  and a fair value of  $xxxxxxxx  from the held to maturity
portfolio to the available for sale  portfolio.  None of these  securities  were
sold during the third quarter of 1999.  The Company does not have any derivative
instruments nor does the Company have any hedging activities.

Gains and  losses  on sales  are  determined  using  the  amortized  cost of the
specific  security  sold.  Interest  income  includes  amortization  of purchase
premiums and discounts.

     ALLOWANCE  FOR LOAN LOSSES ~ Because  some loans may not be repaid in full,
an  allowance  for loan  losses is  recorded.  Increases  to the  allowance  are
recorded by a provision for loan losses charged to expense.  Estimating the risk
of  loss  and  the  amount  of  loss  on any  loan  is  necessarily  subjective.
Accordingly,  the allowance is  maintained  by management at a level  considered
adequate  to cover  losses  that are  currently  anticipated  based on past loss
experience,  general economic  conditions,  information  about specific borrower
situations  including their financial  position and collateral values, and other
factors and estimates  which are subject to change over time.  While  management
may  periodically  allocate  portions of the allowance for specific problem loan
situations,  the whole allowance is available for any charge-offs  that occur. A
loan is  charged-off  against the  allowance by management as a loss when deemed
uncollectible,  although  collection  efforts may continue and future recoveries
may occur.

Loans are  considered  impaired if full  principal or interest  payments are not
anticipated.  Impaired  loans are carried at the present  value of expected cash
flows discounted at the loan's  effective  interest rate or at the fair value of
the collateral if the loan is collateral  dependent.  A portion of the allowance
for loan losses may be allocated to impaired loans.

Smaller-balance  homogeneous  loans are evaluated for impairment in total.  Such
loans include  residential  first mortgage  loans secured by one-to-four  family
residences,  residential  construction  loans,  and automobile,  home equity and
second  mortgage  loans.  Commercial  loans and mortgage  loans secured by other
properties are evaluated individually for impairment.  When analysis of borrower
operating results and financial  condition  indicates that underlying cash flows
of  the  borrower's   business  are  not  adequate  to  meet  its  debt  service
requirements, the loan is evaluated for impairment.

16
<PAGE>
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Often this is  associated  with a delay or  shortfall  in payments of 30 days or
more.  Loans are generally moved to nonaccrual  status when 90 days or more past
due. These loans are often also considered impaired. Impaired loans, or portions
thereof, are charged off when deemed  uncollectable.  This typically occurs when
the loan is 120 days or more past due.

     LOANS ~ Loans are reported at the  principal  balance  outstanding,  net of
deferred loan fees and costs,  the allowance for loan losses,  and  charge-offs,
net of  recoveries.  Interest  income is  reported  on the  interest  method and
includes amortization of net deferred loan fees and costs over the loan term.

Interest income is not reported when full loan repayment is in doubt,  typically
when  payments are past due over 120 days.  Payments  received on such loans are
reported as principal reductions.

     BANK  PREMISES AND  EQUIPMENT ~ Bank  premises and  equipment are stated at
cost  less  accumulated  depreciation.   Depreciation  is  computed  using  both
straight-line  and  accelerated  methods  over  their  estimated  useful  lives.
Maintenance,  repairs and minor alterations are charged to current operations as
expenditures  occur, and major  improvements  are capitalized.  These assets are
reviewed for  impairment  when events  indicate  the carrying  amount may not be
recoverable.

     OTHER  REAL  ESTATE  ~ Real  estate  acquired  in  settlement  of  loans is
initially reported at estimated fair value at acquisition.  After acquisition, a
valuation  allowance  reduces  the  reported  amount to the lower of the initial
amount  or fair  value  less  costs to  sell.  Expenses,  gains  and  losses  on
disposition,  and changes in the valuation allowance are reported in net loss on
other real estate.

     INCOME TAXES ~ Income tax expense is the sum of the current year income tax
due or  refundable  and the  change in  deferred  tax  assets  and  liabilities.
Deferred tax assets and liabilities are the expected future tax  consequences of
temporary  differences  between the carrying amounts and tax bases of assets and
liabilities, computed using enacted tax rates. A valuation allowance, if needed,
reduces deferred tax assets to the amount expected to be realized.

     STATEMENT OF CASH FLOWS ~ Cash and cash  equivalents  is defined to include
cash on hand, demand
deposits  in other  institutions  and  federal  funds  sold.  Federal  funds are
generally  sold  for  one  day  periods.   The  Company  reports  customer  loan
transactions and deposit transactions on a net cash flow basis.

     EARNINGS  PER  SHARE ~ Basic  earnings  per  share is  computed  using  the
weighted average number of shares  oustanding.  The number of shares used in the
computation of basic earnings per share was 62,500 for all years presented.  The
Bank did not have any dilutive shares at December 31, 1999, 1998, or 1997.

     SEGMENTS ~ Huron National Bancorp, Inc. and its subsidiary,  Huron National
Bank,  provide a broad range of financial  services to individuals and companies
in northern Michigan.  These services include demand, time and savings deposits;
lending; ATM processing; and cash management. While the Company's chief decision
makers monitor the revenue streams of the various Company products and services,
operations are managed and financial  performance is evaluated on a Company-wide
basis.  Accordingly,  all of the Company's banking  operations are considered by
management to be aggregated in one reportable operating segment.

     COMPREHENSIVE  INCOME ~  Comprehensive  income  consists  of net income and
other comprehensive income. Other comprehensive income includes unrealized gains
and losses on securities  available for sale, net of taxes,  which is recognized
as a separate component of equity.

     RECLASSIFICATIONS  ~ Some  items in prior  financial  statements  have been
reclassified to conform with the current presentation.

                                                                              17
<PAGE>
NOTE 2 - CASH AND DUE FROM BANKS

     As of December 31, 1999,  the Bank was required to maintain  cash  balances
with the Federal Reserve Bank in the amount of $75,000.

NOTE 3 - SECURITIES

     Securities  have  been  classified  in  the  Consolidated   Balance  Sheets
according to  management's  intent.  The amortized  cost of securities and their
estimated fair values at December 31 were as follows:
<TABLE>
                                                                          Gross              Gross
           1999                                      Amortized          Unrealized        Unrealized
        Securities Available for Sale:                  Cost              Gains             Losses           Fair Value
              <S>                                     <C>               <C>               <C>                 <C>
              U.S. Treasury                            $ 298,944                             $ (2,506)         $ 296,438
              U.S. Agency                              1,645,647                              (39,444)         1,606,203
              Mortgage-backed                            427,862                              (15,252)           412,610
              State and Municipal                      1,784,804                              (14,660)         1,770,144
              Corporate                                  729,601                                 (898)           728,703
                                                  --------------     ------------         ------------     -------------
                                                     $ 4,886,858              $ -           $ (72,760)       $ 4,814,098
                                                  ==============     ============         ============     =============

        Securities Held to Maturity:
              State and Municipal                      $ 487,584          $ 2,726           $                  $ 490,310
                                                  --------------     ------------         ------------     -------------
                                                       $ 487,584          $ 2,726           $ -                $ 490,310
                                                  ==============     ============         ============     =============
</TABLE>
<TABLE>
                                                                          Gross              Gross
           1998                                      Amortized          Unrealized        Unrealized            Fair
        Securities Available for Sale:                  Cost              Gains             Losses              Value
              <S>                                      <C>               <C>              <C>
              U.S. Treasury                           $ 501,457            $ 4,559       $                    $ 506,016
              U.S. Agency                               811,874              1,312              (170)           813,016
                                                   ------------       ------------
             State and Municipal                        249,187              6,188                              255,375
                                                                      ------------
              Corporate                                 473,594              6,140                              479,734
                                                   ------------       ------------       -----------       ------------
                                                    $ 2,036,112           $ 18,199            $ (170)       $ 2,054,141
                                                   ============       ============       ===========       ============

        Securities Held To Maturity:
              Mortgage-backed                          $ 88,620              $ 369       $                     $ 88,989
              State and Municipal                     2,706,410             60,638              (246)         2,766,802
              Corporate                                 713,127              7,670                              720,797
                                                   ------------       ------------       -----------       ------------
                                                    $ 3,508,157           $ 68,677            $ (246)       $ 3,576,588
                                                   ============       ============       ===========       ============
</TABLE>

There  were no sales of  securities  during  1999,  1998 or 1997.  There were no
transfers of  securities  classified  as held to maturity  during 1999,  1998 or
1997.

The amortized  cost and estimated fair value of securities at December 31, 1999,
by contractual  maturity,  are shown below.  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.

18
<PAGE>
NOTE 3 - SECURITIES (continued)

<TABLE>
                                                            Available for Sale                     Held to Maturity
                                                     Amortized Cost        Fair Value        Amortized Cost     Fair Value
        <S>                                          <C>                  <C>                <C>                <C>
        Due in one year or less                        $ 1,327,769        $ 1,325,730         $ 168,280         $ 168,500
        Due after one year through five years            1,851,959          1,827,320           319,304           321,810
        Due after five years through ten years           1,279,267          1,248,438                 0                 0
                                                     -------------       ------------      ------------      ------------
             Subtotal                                    4,458,995          4,401,488           487,584           490,310
        Mortgage-backed                                    427,862            412,610                 0                 0
                                                     -------------      -------------      ------------      ------------

                  Totals                               $ 4,886,857        $ 4,814,098         $ 487,584         $ 490,310
                                                     =============      =============      ============      ============
</TABLE>

Securities  available for sale with a carrying value of $298,944 at December 31,
1999 were pledged to secure public  deposits and for other purposes  required or
permitted by law.

NOTE 4 - LOANS

Loans consist of the following at December 31:
<TABLE>
                                                                       1999              1998
                        <S>                                       <C>               <C>
                        Commercial                                $ 3,381,098       $ 3,135,530
                        Real estate                                15,435,985        13,333,405
                        Installment                                 7,886,734         7,089,037
                                                               --------------    --------------
                                  Total loans                     $26,703,817       $23,557,972
                                                               ==============    ==============
</TABLE>

Certain directors and executive officers of the Company, including associates of
such  persons,  were also loan  customers.  The  following  is a summary  of the
balance and activity of loans to such parties.
<TABLE>
                                                                        1999
             <S>                                                     <C>
             Balance - January 1                                     $ 600,442
                  New loans                                            226,088
                  Repayments                                           (69,065)
                                                                  ------------
             Balance - December 31                                   $ 757,465
                                                                  ============
</TABLE>

NOTE 5 -  ALLOWANCE FOR LOAN LOSSES

An analysis of changes in the allowance for loan losses follows:
<TABLE>
                                                                              1999              1998               1997
                    <S>                                                    <C>               <C>               <C>
                    Balance at beginning of year                            $ 179,247         $ 180,631         $ 174,955
                    Additions (Deductions)
                         Provision for loan losses                             12,000            21,000            36,000
                         Recoveries credited to allowance                       4,155             2,332             4,905
                         Loans charged-off                                    (13,451)          (24,716)          (35,229)
                                                                          -----------       -----------       -----------
                    Balance at end of year                                  $ 181,951         $ 179,247         $ 180,631
                                                                          ===========       ===========       ===========
</TABLE>

During the years 1999 and 1998,  the balance of impaired loans was considered to
be immaterial.

                                                                              19
<PAGE>
NOTE 6 - BANK PREMISES AND EQUIPMENT - NET

Bank premises and equipment consist of the following at December 31:
<TABLE>
                                                                                         Accumulated         Carrying
                1999                                                     Cost            Depreciation          Value
                <S>                                                  <C>                 <C>               <C>
                Land                                                       $ 60,000                          $ 60,000
                Bank building and improvements                              483,260         $ (226,430)       256,830
                Furniture and equipment                                     468,427           (342,931)       125,496
                                                                    ---------------   ----------------   ------------
                     Total                                              $ 1,011,687         $ (569,361)     $ 442,326
                                                                    ===============   ================   ============

                1998
                Land                                                       $ 60,000                          $ 60,000
                Bank building and improvements                              483,260         $ (212,595)       270,665
                Furniture and equipment                                     446,004           (304,774)       141,230
                                                                    ---------------   ----------------   ------------
                     Total                                                $ 989,264         $ (517,369)     $ 471,895
                                                                    ===============   ================   ============
</TABLE>


Provisions for depreciation of $57,443,  $54,291, and $45,815,  were included in
non-interest expense in 1999, 1998 and 1997, respectively.

NOTE 7 - DEPOSITS

The Bank had approximately  $2,582,000 and $1,989,000 in time deposits issued in
denominations   of  $100,000  or  more  as  of  December   31,  1999  and  1998,
respectively.  Interest  expense on time  deposits  issued in  denominations  of
$100,000 or more was approximately $95,000, $103,000, and $103,000 in 1999, 1998
and 1997, respectively.

At year-end 1999, stated maturities of time deposits were:
<TABLE>
                                   <S>           <C>
                                   2000                $8,249,963
                                   2001                 5,281,166
                                   2002                 1,386,594
                                   2003                 1,223,671
                                   2004                   792,378
                                                 ----------------
                                                     $ 16,933,772
                                                 ================
</TABLE>

Related party deposits totaled $359,614 and $534,135 at year-end 1999 and 1998.


20
<PAGE>
NOTE 8 - INCOME TAX

The provision for federal income tax for the years ended December 31 consists of
the following:
<TABLE>
                                                                                      1999            1998            1997
              <S>                                                                 <C>              <C>             <C>
              Current expense                                                        $ 180,187        $ 186,242       $ 109,543
              Deferred expense (benefit)                                                 9,306          (27,145)         23,813
                                                                                  ------------     ------------    ------------
                   Provision for income tax                                          $ 189,493        $ 159,097       $ 133,356
                                                                                  ============     ============    ============
</TABLE>

Included  in other  liabilities  are  deferred  tax  balances  arising  from the
following items:
<TABLE>
                                                                                                           December 31,
              Deferred tax liabilities:                                                               1999             1998
              <S>                                                                                   <C>              <C>
                 Effects of preparing tax return on a cash basis                                      $ (60,582)      $ (48,122)
                 Property and equipment                                                                (101,392)       (105,165)
                 Unrealized gain on securities available for sale                                                        (6,130)
                 Other                                                                                   (4,687)         (2,876)
                                                                                                    -----------     -----------
                                                                                                       (166,661)       (162,293)
              Deferred tax assets:
                 Allowance for loan losses                                                               39,966          39,046
                 Unrealized loss on securities available for sale                                        24,738
                 Other                                                                                      754             482
                                                                                                    -----------     -----------
                                                                                                         65,458          39,528
                                                                                                    -----------     -----------
                        Net deferred tax liability                                                   $ (101,203)     $ (122,765)
                                                                                                    ===========     ===========
</TABLE>

The difference between the financial  statement tax expense and amounts computed
by applying the statutory federal tax rate of 34% to pretax income is reconciled
as follows:
<TABLE>
                                                                                      1999            1998            1997
                          <S>                                                      <C>             <C>              <C>
                          Statutory rate applied to income before taxes              $ 207,064        $ 183,361       $ 160,238

                          Add (deduct)
                             Tax-exempt interest income                                (21,495)         (27,478)        (20,165)
                             Other                                                       3,924            3,214          (6,717)
                                                                                  ------------     ------------     -----------
                                    Provision for income tax                         $ 189,493        $ 159,097       $ 133,356
                                                                                  ============     ============     ===========
</TABLE>

NOTE 9 - OTHER OPERATING EXPENSE

Other  operating  expenses  for the  years  ended  December  31  consist  of the
following:
<TABLE>
                                                                                        1999            1998            1997
                          <S>                                                      <C>              <C>              <C>
                          Office supplies                                             $ 27,793         $ 25,660        $ 28,827
                          Directors fees                                                57,200           52,800          50,400
                          Legal and examination fees                                    59,049           56,726          57,915
                          General insurance                                             19,065           19,282          19,560
                          ATM fees                                                      25,406           23,929          22,137
                          Other expense                                                 51,576           62,038          47,423
                                                                                  ------------     ------------    ------------
                                    Total other operating expenses                   $ 240,089        $ 240,435       $ 226,262
                                                                                  ============     ============    ============
</TABLE>
                                                                              21
<PAGE>
NOTE 10 - COMMITMENTS AND CONCENTRATIONS OF CREDIT RISK

The Bank is a party to financial  instruments with off-balance sheet risk in the
normal  course of  business  to meet  financing  needs of its  customers.  These
financial  instruments include letters of credit and unused lines of credit. The
Bank's  exposure  to  credit  loss in the event of  nonperformance  by the other
parties to the financial  instruments is presented by the contractual  amount of
those  instruments.  The  Bank  follows  the same  credit  policy  to make  such
financial  instruments  as is followed for those loans recorded in the financial
statements.

As of December 31, the Bank had  outstanding  letters of credit,  commitments to
make loans and unused lines of credit as follows:
<TABLE>
                                                                                   1999              1998
                          <S>                                                    <C>            <C>
                          Outstanding letters of credit                          $ 288,248        $ 199,571
                          Commitments to make loans
                             and unused lines of credit                          $ 827,922      $ 1,041,940
</TABLE>

All commitments  above are at fixed rates and carry rates of interest from 8% to
11% and generally expire within one year.

Since certain  commitments to make loans and fund lines of credit expire without
being used, the amount does not necessarily represent future cash commitments.

From time to time claims are made  against  the Company in the normal  course of
business. There were no material outstanding claims at December 31, 1999.

The  Company's  loan  and  deposit  relationships  are not  concentrated  in any
particular  industry,  nor is there significant  dependence on any one employer.
Noninterest-bearing  deposits  and  federal  funds  sold and  held by Bank  One,
amounted  to  $2,684,855   and   $3,787,817  at  December  31,  1999  and  1998,
respectively.

NOTE 11 - DIVIDENDS

Guidelines with respect to maintenance of capital adopted by federal banking law
limits the amount of cash  dividends the Bank can pay to the Holding  Company to
the extent of net retained  profits (as defined by the regulatory  agencies) for
the current and two preceding  years,  and is further limited by the requirement
that the Bank maintain positive retained earnings. Under the most restrictive of
the  above  regulations,  in 2000  the  Bank is  limited  to  paying  additional
dividends of approximately $562,000 plus 2000 net income.

NOTE 12 - PENSION PLAN

The  Bank  has a  Simplified  Employee  Pension  (SEP)  Plan  that is a  defined
contribution  plan.  Employees  become  eligible to  participate in the SEP Plan
after two years of  service  in the  immediately  preceding  five plan years and
after  attaining the age of 21. In each plan year the Bank may contribute to the
Plan the lesser of $30,000 or a percentage of each participant's compensation as
reported on Form W-2.  The  contribution  is  determined  annually by the Bank's
Board  of  Directors.  Also,  participants  may make  contributions  to the Plan
subject  to  certain  requirements  and  limitations.  In all  cases,  Bank  and
participant contributions may not exceed limitations established by the Internal
Revenue Service.  Expense recognized by the Bank in relation to the SEP Plan for
the year ended December 31, 1999,  1998 and 1997 was $7,106,  $6,653 and $7,348,
respectively.

22
<PAGE>
NOTE 13 - DISCLOSURES ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS

The following  methods and  assumptions  were used to estimate the fair value of
each class of financial instruments for which it is practicable to estimate that
value.

Carrying  amount  is a  reasonable  estimate  of fair  value  for  cash and cash
equivalents,  Federal Reserve stock,  accrued  interest  receivable and payable,
demand deposits, savings accounts and money market deposits.

Fair value of other financial instruments is estimated as follows:

Fair values for  securities  are based on quoted market prices or dealer quotes.
If a quoted market price is not available,  fair value is estimated using quoted
market prices for similar instruments.

Fair  value  of fixed  and  variable  rate  loans is  principally  estimated  by
discounting  future cash flows using the current  rates at which  similar  loans
would  be made  to  borrowers  with  similar  credit  ratings  and for the  same
remaining maturities.

The fair  value of  fixed-maturity  certificates  of  deposit  is  estimated  by
discounting cash flows using the rates currently offered for deposits of similar
remaining maturities.

The fair value of commitments is estimated  using the fees currently  charged to
enter  similar  agreements,  taking  into  account  the  remaining  terms of the
agreements  and  the  present   creditworthiness  of  the  counterparties.   For
fixed-rate loan  commitments,  fair value also considers the difference  between
current  levels of interest  rates and the  committed  rates.  The fair value of
letters of credit is based on fees currently  charged for similar  agreements or
on the estimated cost to terminate them or otherwise settle the obligations with
the  counterparties  at the reporting  date.  The fair value of  commitments  to
extend  credit and standby  letters of credit were  immaterial  at the reporting
date presented.

The carrying values and fair values of the Company's  financial  instruments (in
thousands) are as follows as of year-end.
<TABLE>
                                                                     1999                        1998
                                                             Carrying       Fair         Carrying       Fair
                                                              Value         Value         Value         Value
                    <S>                                       <C>          <C>            <C>          <C>
                    Financial assets
                         Cash and cash equivalents            $ 4,235      $ 4,235        $ 4,921      $ 4,921
                         Securities                             5,302        5,304          5,562        5,631
                         Loans, net                            26,522       26,680         23,379       23,563
                         Federal Reserve stock                     38           38             38           38
                         Accrued interest receivable              265          265            267          267

                    Financial liabilities
                         Deposits                             (33,447)     (33,313)       (31,455)     (31,539)
                         Accrued interest payable                 (70)         (70)           (74)         (74)
</TABLE>

NOTE 14 - REGULATORY MATTERS

The Company and Bank are subject to regulatory capital requirements administered
by federal banking agencies.  Capital adequacy  guidelines and prompt corrective
action regulations involve  quantitative  measures of assets,  liabilities,  and
certain   off-balance-sheet   items  calculated   under  regulatory   accounting
practices.  Capital amounts and  classifications are also subject to qualitative
judgments by regulators about components, risk weighting, and other factors, and
the  regulators  can lower  classifications  in certain  cases.  Failure to meet
various capital  requirements can initiate  regulatory  action that could have a
direct material effect on the financial statements.

                                                                              23
<PAGE>
NOTE 14 - REGULATORY MATTERS (continued)

The prompt corrective action regulations provide five classifications, including
well  capitalized,  adequately  capitalized,   undercapitalized,   significantly
undercapitalized, and critically undercapitalized,  although these terms are not
used to  represent  overall  financial  condition.  If  adequately  capitalized,
regulatory   approval   is   required   to   accept   brokered   deposits.    If
undercapitalized,  capital  distributions  are  limited,  as is asset growth and
expansion, and plans for capital restoration are required.

At year-end, the Bank's actual capital levels (in millions) and minimum required
levels were:
<TABLE>
                                                                                                   Minimum Required To
                                                                        Minimum Required           Be Well Capitalized
                                                                           For Capital           Under Prompt Corrective
                                                        Actual          Adequacy Purposes          Action Regulations
           1999                                    Amount     Ratio     Amount     Ratio          Amount         Ratio
           <S>                                      <C>       <C>        <C>        <C>            <C>           <C>
           Total capital (to risk weighted assets)  $3.4      14.4%      $1.9       8.0%           $2.4          10.0%
           Tier 1 capital (to risk weighted assets) $3.2      13.6%      $1.0       4.0%           $1.4           6.0%
           Tier 1 capital (to average assets)       $3.2       8.9%      $1.4       4.0%           $1.8           5.0%

           1998
           Total capital (to risk weighted assets)  $3.1      14.2%      $1.8       8.0%           $2.2          10.0%
           Tier 1 capital (to risk weighted assets) $2.9      13.4%      $0.9       4.0%           $1.3           6.0%
           Tier 1 capital (to average assets)       $2.9       8.6%      $1.4       4.0%           $1.7           5.0%
</TABLE>

The  Bank at year  end  1999  and  1998  was  categorized  as well  capitalized.
Management knows of no events which would change the Bank's classification.

NOTE 15 - HURON NATIONAL BANCORP, INC.  (PARENT COMPANY ONLY)

CONDENSED FINANCIAL INFORMATION

Presented below are condensed financial statements for the parent company:
<TABLE>
                                               CONDENSED BALANCE SHEETS
                                                                                        December 31,
           ASSETS                                                                   1999           1998
           <S>                                                                  <C>              <C>
                Cash and cash equivalents                                            $ 2,613        $ 1,372
                Investment in Huron National Bank                                  3,185,181      2,951,825
                                                                                ------------     ----------
                     Total Assets                                                 $3,187,794     $2,953,197
                                                                                ============     ==========

           LIABILITIES                                                                   $ -            $ -

           SHAREHOLDERS' EQUITY                                                  $ 3,187,794    $ 2,953,197
                                                                                ------------    -----------
                     Total liabilities and shareholders' equity                   $3,187,794     $2,953,197
                                                                                ============    ===========
</TABLE>

24
<PAGE>
NOTE 15 - HURON NATIONAL BANCORP, INC. (PARENT COMPANY ONLY)

CONDENSED FINANCIAL INFORMATION (continued)
<TABLE>

                                                   CONDENSED STATEMENTS OF INCOME

                                                                                         Years Ended December 31,
                                                                                  1999             1998             1997
         <S>                                                                    <C>              <C>              <C>
         OPERATING INCOME
              Dividends from Huron National Bank                                  $ 135,000        $ 122,500        $ 100,000

         OPERATING EXPENSES
              Other expenses                                                          8,759           10,719            9,848
                                                                                -----------       ----------      -----------
         Income before equity in undistributed
            net income of subsidiary                                                126,241          111,781           90,152

         Equity in undistributed net income of subsidiary                           293,278          268,419          247,779
                                                                                -----------       ----------      -----------
         NET INCOME                                                               $ 419,519        $ 380,200        $ 337,931
                                                                                ===========       ==========      ===========
</TABLE>

<TABLE>
                                                CONDENSED STATEMENTS OF CASH FLOWS

                                                                                         Years Ended December 31,
                                                                                  1999              1998               1997
         <S>                                                                    <C>               <C>              <C>
         Cash Flows from Operating Activities
              Net income                                                          $ 419,519        $ 380,200        $ 337,931
              Adjustments to reconcile net income to
                 cash from operating activities:
              Equity in undistributed net income
                 of subsidiary                                                     (293,278)        (268,419)        (247,779)

         Net Cash From Operating Activities                                         126,241          111,781           90,152
                                                                                -----------      -----------      ------------
         Cash Flows from Financing Activities
              Dividends paid                                                       (125,000)        (112,500)        (100,000)
                                                                                -----------      -----------      ------------
              Net Cash from Financing Activities                                   (125,000)        (112,500)        (100,000)
                                                                                -----------     ------------      ------------
         Net Change in Cash and Cash Equivalents                                      1,241             (719)          (9,848)
         Cash and Cash Equivalents
              Beginning of the Period                                                 1,372            2,091           11,939
                                                                                -----------     ------------      ------------
              End of the Period                                                     $ 2,613          $ 1,372          $ 2,091
</TABLE>

                                                                              25
<PAGE>
                                   EXHIBIT 21



                               LIST OF SUBSIDIARY
                               ------------------

              NAME                                          INCORPORATED
              ----                                          ------------
      1. Huron National Bank                                  Michigan