SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-KSB

              Annual Report Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934
                   For the Fiscal Year Ended December 31, 1999
                          Commission File No. 000-22547

                        CITIZENS COMMUNITY BANCORP, INC.

       A Florida Corporation (IRS Employer Identification No. 65-0614044)
                             650 East Elkcam Circle
                           Marco Island, Florida 34145
                                 (941) 389-1800

Securities Registered Pursuant to Section 12(b) of the Securities Exchange Act
of 1934:

                                      NONE

Securities Registered Pursuant to Section 12(g) of the Securities Exchange Act
of 1934:

                                  COMMON STOCK

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 that the  Registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes X No

Check if disclosure of delinquent  filers pursuant to Item 405 of Regulation S-B
is not  contained  in this  form,  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 ]

Revenues for the fiscal year ended December 31, 1999:  $7,384,000

The  aggregate  market  value  of the  common  stock of the  Registrant  held by
nonaffiliates  of the  Registrant  (2,476,257  shares) on February  29, 2000 was
approximately $18,571,928.  As of such date, no organized trading market existed
for the common stock of the Registrant.  The aggregate market value was computed
by reference to recent trading activity of the common stock of the Registrant at
$7.50 per share.  For the  purposes of this  response,  directors,  officers and
holders  of 5% or more of the  Registrant's  common  stock  are  considered  the
affiliates of the Registrant at that date.

The  number  of shares  outstanding  of the  Registrant's  Common  Stock,  as of
February 29, 2000: 3,486,767 shares of $0.01 par value common stock.

                       DOCUMENTS INCORPORATED BY REFERENCE

1.   Portions of CCBI's Annual Report. (Part II)

2.   Portions of the Proxy Statement for the 2000 Annual Meeting of Shareholders
     filed  electronically  with the Securities and Exchange Commission on March
     10, 2000. (Part III)

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                                TABLE OF CONTENTS

Consolidated--Citizens Community Bancorp,  Inc. and subsidiaries ("Registrant").

         NOTE:  Certain  information  required by Form 10-KSB is incorporated by
reference from the 1999 Annual Report and 2000 Annual Meeting Proxy Statement as
indicated below.  Only that information  expressly  incorporated by reference is
deemed filed with the Securities and Exchange Commission.

                                                                     Page Number

 PART I

 Item 1   Business......................................................... 3
 Item 2   Properties....................................................... 9
 Item 3   Legal Proceedings................................................10
 Item 4   Submission of Matters to a Vote of Security Holders..............10


 PART II

 Item 5   Market for Common Equity and Related Stockholder Matters.........10(1)
 Item 6   Management's Discussion and Analysis of Financial Condition
          and Results of Operations........................................10(1)
 Item 7   Financial Statements and Supplementary Data......................10(1)
 Item 8   Changes in and disagreements with Accountants on
          Accounting and Financial Disclosure..............................10


 PART III

 Item 9   Directors and Executive Officers of the Registrant:..............10(2)
 Item 10  Executive Compensation...........................................11(2)
 Item 11  Security Ownership of Certain Beneficial Owners and Management...11(2)
 Item 12  Certain Relationships and Related Transactions...................11

 PART IV

 Item 13  Exhibits, Financial Statement Schedules, and Reports on
            Form 8-K.......................................................11

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

    (1)      These Items are incorporated by reference from Registrant's 1999
             Annual Report pursuant to Instruction E 2 of Form 10-KSB.

    (2)      The  material  required  by  Items  9  through  11  is  hereby
             incorporated by reference from  Registrant's  definitive Proxy
             Statement pursuant to Instruction E 3 of Form 10-KSB.

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                                     PART I

ITEM 1. - BUSINESS

Description

General

Citizens  Community  Bancorp,  Inc.  ("Citizens") is a one-bank  holding company
under the Bank  Holding  Company  Act of 1956,  owning  100% of the  issued  and
outstanding  common stock of Citizens  Community Bank of Florida,  Marco Island,
Florida  ("CCB").  Citizens  was  incorporated  under  the laws of the  State of
Florida on May 22, 1995 to acquire 100 percent of the shares to be issued by CCB
during its organizational stage and to enhance CCB's ability to serve its future
customers'  requirements for financial services.  Citizens provides  flexibility
for expansion of its banking  business  through  acquisition of other  financial
institutions  and  provision  of  additional  banking-related  services  which a
traditional commercial bank may not provide under present laws.

Subsidiaries

As of December 31, 1999, Citizens had three wholly-owned  subsidiaries,  CCB and
two non-bank  subsidiaries,  Citizens  Financial Corp.  ("CFC") and CCB Mortgage
Corporation ("CCB Mortgage").

CCB is a state-chartered  commercial bank, which opened for business on March 8,
1996.  CCB  offers a full  range  of  interest-bearing  and  noninterest-bearing
accounts, including commercial and retail checking accounts, negotiable order of
withdrawal  ("NOW")  accounts,  money  market  accounts,  individual  retirement
accounts,  regular interest bearing statement savings accounts,  certificates of
deposit,   commercial   loans,   real  estate  loans,   home  equity  loans  and
consumer/installment  loans. In addition, CCB provides consumer services such as
U.S. Savings Bonds, travelers checks, safe deposit boxes, bank by mail services,
direct deposit services, and automatic teller services.

CFC is a  commercial  loan  brokerage  company,  specializing  in  construction,
mini-perm and permanent  loans. CFC also offers conduit  non-recourse  loans for
properties  with  stable and  proven  cash  flows.  CFC is also a source of loan
referrals to both CCB and CCB Mortgage.

CCB Mortgage commenced activities in the fourth quarter of 1999. CCB Mortgage is
a licensed  residential  mortgage brokerage business.  CCB Mortgage originates a
variety of mortgage loans for sale in the secondary market or to CCB.

Market Area

The primary service and assessment  area for Citizens  encompasses the cities of
Naples,  Marco  Island,  Isle of  Capri,  and  Goodland,  as well as the rest of
Collier County. There is strong competition among financial institutions in this
area,  as  evidenced  by the eight  commercial  banks and one  savings  and loan
headquartered  within our primary service area. There are 84 banking offices and
three savings and loan association offices, most of which are branches of or are
affiliated with major regional bank holding  companies.  CCB operates offices at
650 E. Elkcam Circle, Marco Island,  Florida,  ("Marco Office") which opened for
business in January,  1997;  5101 Tamiami Trail East,  Naples,  Florida,  ("East
Trail  Office")  which  opened for business in June,  1997;  and 2375 N. Tamiami
Trail, Naples, Florida, ("Moorings Office") which opened for business in August,
1998. CCB also operates a courier service in its primary service area.

Citizens  is  in  competition  with  area  financial   institutions  other  than
commercial  banks  and  savings  and  loan  associations,   including  insurance
companies, consumer finance companies, brokerage houses, credit unions and other
business entities which have over the years,  engaged more and more in providing
services that have  historically been traditional  banking services.  Due to the
growth of the Collier County area in general, it is anticipated that competition
will increase because of new entrants to the market.

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Investments

As of December  31,  1999,  investment  securities,  interest-bearing  deposits,
federal funds, and securities  purchased under  agreements to resell,  comprised
approximately 24% of Citizens'  consolidated  total assets.  Net loans comprised
approximately  65% of Citizens'  total  assets.  Citizens  investment  portfolio
includes primarily obligations of Agencies of the United States Government. On a
daily  basis,  CCB enters into Federal  Funds  transactions  with its  principal
correspondent bank, primarily with the sale of such funds.

Loan Portfolio

Through  its  subsidiaries,   Citizens  engages  in  a  wide  range  of  lending
activities,  primarily  focused on the origination of commercial and residential
real  estate  secured  loans,   commercial  loans  secured  by  non-real  estate
collateral and consumer loans.

Real  estate  loans  consist  of  commercial  and  residential  first and second
mortgage loans. All of these loans are located in Florida, the majority of which
are in our primary  service and assessment  area.  These loans also include home
equity term loans secured by second mortgages on the residences of borrowers for
a variety of purposes, including home improvements, education and other personal
expenditures.

Commercial  lending is directed  principally toward businesses whose demands for
funds fall  within our legal  lending  limits  and which are  potential  deposit
customers of CCB. These loans also include loans made to individual, partnership
or  corporate  borrowers,  and  obtained  for a variety  of  business  purposes.
Particular emphasis is placed on loans to small and medium-sized businesses.

Consumer  loans  consist  primarily  of  installment  loans to  individuals  for
personal, family and household purposes,  including automobile and boat loans to
individuals.

Citizens  policy is to discontinue  the accrual of interest on loans  delinquent
over ninety days unless fully  secured and in the process of  collection.  It is
our policy  that the accrued and unpaid  interest  is reversed  against  current
income and  thereafter  interest is recognized  only to the extent  payments are
received.  Non-accrual  loans are  restored to accrual  basis when  interest and
principal  payments  are current and  prospects  for  recovery  are no longer in
doubt.

As of December  31,  1999,  there were no loans where  known  information  about
possible credit problems of borrowers  caused  management to have serious doubts
as to the ability of such  borrowers to comply with the present  loan  repayment
terms.

The majority of our loans are secured by real estate in Collier County, Florida,
where our branch offices are located.  Accordingly,  the ultimate collectibility
of a  substantial  portion of our loan  portfolio is  susceptible  to changes in
market conditions in Collier County.

Loan Loss Reserves

In considering  the adequacy of the allowance for loan losses,  we looked at the
risk's   associated  with  our  loan   portfolio.   As  of  December  31,  1999,
approximately 52% of outstanding loans are commercial real estate secured loans.
Commercial  loans are  generally  considered  to have a greater  risk than other
categories  of loans.  We believe that the real estate  collateral  securing our
commercial  real estate  loans  reduces the risk of loss  inherently  present in
commercial loans.

At December 31, 1999, the consumer loan portfolio  consisted  primarily of lines
of credit and installment loans secured by automobiles, boats and other consumer
goods, generally to customers who also have deposit relationships with us. We do
not purchase  consumer loans through  dealers or brokers,  which  generally have
higher risk of losses.  Management  believes that the risk  associated  with the
consumer  loan  portfolio  has been  adequately  provided  for in the loan  loss
allowance.

Residential  real  estate  mortgage  loans  constitute   approximately   31%  of
outstanding loans at December 31, 1999. These loans are considered by management
to have  less risk due to the fact that they are  secured  by  residential  real
estate,  where the amount of the original loan  generally does not exceed 80% of
the  appraised  value of the  collateral  or is  otherwise  covered  by  private
mortgage insurance.

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Management  reports to the Board of Directors  monthly on the loan  portfolio in
order to evaluate the adequacy of the allowance for loan losses.  In addition to
reviews by regulatory  agencies,  the services of outside  consultants have been
engaged to assist in the evaluation of credit  quality and loan  administration.
These professionals  complement our internal system,  which identifies potential
problem  credits as early as  possible,  categorizes  the credits as to risk and
includes a reporting process to monitor the progress of the credits.

The  allowance  for loan  losses  represents  the  cumulative  total of  monthly
provisions for loan losses. The allowance for loan losses is established through
a  provision  for loan  losses  charged to  expense.  Loans will be charged  off
against the allowance when management  believes the  collectibility of principal
is  unlikely.  The monthly  provision  for loan losses is based on  management's
judgment,  after considering known and inherent risks in the portfolio, the past
loss experience,  adverse  situations that may affect the borrower's  ability to
repay,  assumed  values of the  underlying  collateral  securing the loans,  the
current and prospective financial condition of the borrower,  and the prevailing
and anticipated  economic conditions of the local market.  During the year ended
December 31, 1999,  we charged off one loan in the amount of $1,132  against the
allowance for loan losses.  In addition,  $3,462 was charged-off for uncollected
overdrafts from our deposit customers.

The  allowance  for loan  losses is  maintained  at a level  which we believe is
sufficient to absorb all potential  losses in the loan portfolio.  The allowance
for loan losses is made up of two primary  components:  (i) amounts allocated to
loans based on collateral type and (ii) amounts  allocated for loans reviewed on
an individual basis in accordance with a credit risk grading system.

Deposits

A wide range of interest-bearing  and  noninterest-bearing  accounts are offered
through CCB, including commercial and retail checking accounts, negotiable order
of withdrawal  ("NOW") accounts,  money market accounts,  individual  retirement
accounts,  regular interest-bearing  statement savings accounts and certificates
of deposit with fixed rates and a range of maturity date options. The sources of
deposits are residents, businesses and employees of businesses within our market
area, obtained through the personal  solicitation of our officers and directors,
direct mail solicitation and advertisements published in the local media. We pay
competitive  interest  rates  on time and  savings  deposits  up to the  maximum
permitted by law or  regulation.  In  addition,  we have  implemented  a service
charge fee schedule which is competitive  with other  financial  institutions in
our market area, covering such matters as maintenance fees on checking accounts,
per item processing fees, returned check charges and the like.

Correspondent Banking

CCB purchases  correspondent  services offered by larger banks,  including check
collections, purchase or sale of Federal Funds, security safekeeping, investment
services, coin and currency supplies, overline and liquidity loan participations
and sales of loans to or participations  with  correspondent  banks. At December
31, 1999, CCB had sold $7,593,000 in Federal Funds. In addition,  CCB had a $2.0
million  interest  bearing deposit from a correspondent  financial  institution,
which matured on January 31, 2000.

Loan participations are sold by CCB without recourse to correspondent banks with
respect to loans which exceed the bank's legal lending limit,  which at December
31, 1999, was $2.1 million. To minimize our credit risk exposure, we established
an internal  bank lending limit which,  at December 31, 1999,  was $1.4 million.
Both  CFC and CCB  Mortgage  originate  loans  that are  closed  and  funded  by
correspondent  banks.  Since CFC and CCB Mortgage both act as mortgage  brokers,
neither  company will close loans in their own name.  In some  instances,  loans
originated  by CFC and CCB  Mortgage are referred to CCB and are retained by the
bank.

Data Processing

CCB has a data processing servicing agreement with First National Bank of Omaha,
Nebraska.  This  servicing  agreement  provides  us  with a full  range  of data
processing services,  including an automated general ledger, deposit accounting,
commercial,  real  estate  and  installment  lending  data  processing,  central
information  file  ("CIF")  and ATM  processing.  For this  service,  CCB pays a
monthly  fee based on the type,  kind and  volume  of data  processing  services
provided, priced at a stipulated rate schedule.

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Employees

We currently employ 55 full time and 4 part time persons, including 17 officers.
Employees are hired as needed to meet company-wide personnel demands.

Monetary Policies

The  results of our  operations  are  affected  by credit  policies  of monetary
authorities, particularly the Federal Reserve Board. The instruments of monetary
policy employed by the Federal  Reserve Board include open market  operations in
U.S.  Government  securities,  changes  in the  discount  rate  on  member  bank
borrowings,  changes in reserve  requirements  against  member bank deposits and
limitations  on interest  rates which  member  banks may pay on time and savings
deposits.  In view of changing  conditions  in the  national  economy and in the
money  market,  as  well  as  the  effect  of  action  by  monetary  and  fiscal
authorities,  including the Federal  Reserve Board, no prediction can be made as
to possible future changes in interest rates,  deposit levels,  loan demand,  or
credit losses and earnings.

Supervision and Regulation

Citizens  and CCB  operate  in a  highly  regulated  environment.  Our  business
activities,  which  are  governed  by  statute,  regulation  and  administrative
policies,  are supervised by a number of federal regulatory agencies,  including
the  Federal  Reserve  Board,  the  Florida  Department  of Banking  and Finance
("Department") and the Federal Deposit Insurance Corporation ("FDIC").

The banking industry is highly  regulated,  with numerous federal and state laws
and regulations  governing its  activities.  The following is a brief summary of
the more recent legislation which affects Citizens and our subsidiaries:

In November 1999, the financial services regulations were significantly reformed
with the adoption of the Gramm-  Leach-Bliley Act ("GLA").  The GLA provides for
the  streamlining of the regulatory  oversight  functions of the various federal
banking agencies.  Of significance,  the GLA permits bank holding companies that
are  well  managed,  well  capitalized  and that  have at  least a  satisfactory
Community  Reinvestment  Act rating to operate as  Financial  Holding  Companies
("FHC").  In  addition  to  activities  that are  permissible  for bank  holding
companies and their subsidiaries, the GLA permits FHCs and their subsidiaries to
engage in a wide variety of other  activities  that are "financial in nature" or
are  incidental  to  financial  activities.  These new  activities  will  enable
Citizens and its subsidiaries to consider and engage in new lines of business.

The GLA also requires  financial  institutions  to permit,  with few exceptions,
their  customers to "opt out" of having  their  personal  financial  information
shared with  nonaffiliated  third parties.  The GLA bars financial  institutions
from disclosing  customer  account numbers to direct marketers and mandates that
institutions   provide  annual  disclosure  to  their  customers  regarding  the
institution's privacy policies and procedures.

Citizens is  regulated  by the  Federal  Reserve  Board  under the Bank  Holding
Company Act of 1956,  which  requires  every bank holding  company to obtain the
prior approval of the Federal Reserve Board before acquiring more than 5% of the
voting shares of any bank or all or  substantially  all of the assets of a bank,
and before  merging or  consolidating  with another bank  holding  company.  The
Federal Reserve Board (pursuant to regulation and published  policy  statements)
has maintained  that a bank holding  company must serve as a source of financial
strength to its  subsidiary  banks.  In adhering  to the Federal  Reserve  Board
policy,  Citizens may be required to provide  financial support for a subsidiary
bank at a time when, absent such Federal Reserve Board policy,  Citizens may not
deem it advisable to provide such assistance.

A bank holding  company is generally  prohibited  from acquiring  control of any
company  which is not a bank and from  engaging in any  business  other than the
business  of banking or  managing  and  controlling  banks.  However,  there are
certain activities which have been identified by the Federal Reserve Board to be
so  closely  related  to banking  as to be a proper  incident  thereto  and thus
permissible for bank holding companies.

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As a bank holding company, Citizens is required to file with the Federal Reserve
Board an annual report of its operations at the end of each fiscal year and such
additional  information as the Federal Reserve Board may require pursuant to the
Act. The Federal  Reserve Board may also make  examinations of Citizens and each
of its subsidiaries.

As a publicly  traded company with its shares of common stock  registered  under
the  Securities  Act of 1933,  Citizens  is  required  to file  periodic  public
disclosure reports with the Securities and Exchange  Commission  pursuant to the
Securities and Exchange Act of 1934, and the regulations promulgated thereunder.

Form 10-KSB is a required annual report that must contain a complete overview of
Citizens' business,  financial,  management,  regulatory,  legal,  ownership and
organizational status. Citizens must file Form 10-KSB by March 31 of each year.

Similarly,  Form  10-QSB,  must  contain  information  concerning  Citizens on a
quarterly  basis.  Although  Form  10-KSB  requires  the  inclusion  of  audited
financial statements,  unaudited statements are sufficient for inclusion on Form
10-QSB. Additionally, any significant non-recurring events that occur during the
subject  quarter,  as  well as  changes  in  securities,  any  defaults  and the
submission of any maters to a vote of security holders, must also be reported on
Form 10-QSB.

Additionally,  if any  of six  significant  events  (a  change  in  control,  an
acquisition or disposition of significant assets, bankruptcy or receivership,  a
change in certifying  accountant,  any  resignation  of directors or a change in
fiscal year end) occurs in a period  between the filing of Form 10-KSB or a Form
10-QSB,  such  event  must be  reported  on a Form 8- KSB  within 15 days of the
event.

When  communicating  with  shareholders,  Citizens' proxy  solicitations for its
Annual  Meetings of  Shareholders  must  contain  certain  detailed  disclosures
regarding the current status of Citizens.  In addition,  Citizens' Annual Report
must  contain  certain  information,  including  audited  financial  statements,
similar to what is found on Form 10-KSB.

Individual  directors,  officers and owners of more than 10% of Citizens' stock,
must also file  individual  disclosures  of the  amount of  Citizens  securities
(stock,  options or warrants) they  beneficially  own and of any transactions in
such  securities  to which  they are  parties.  The  initial  status of all such
persons was reported on individual Form 3s. Subsequent  securities  transactions
will be reported on Form 4 as they occur,  and an annual  report of ownership is
filed on Form 5. In  certain  instances,  the filing of a Form 4 or a Form 5 can
relieve the reporting individual of their duty to file the other.

Recently,  the  National  Association  of  Securities  Dealers  adopted  a  rule
requiring the audit committees of Boards of Directors of reporting  corporations
such as Citizens to undertake certain  organizational and operational steps. The
Securities and Exchange Commission is considering adopting a similar rule. These
standards  will  require  our  audit   committee  to  be  comprised   solely  of
independent,  non-employee directors who are financially literate.  Furthermore,
the audit  committee will need to adopt a formal charter  defining the scope for
its operations. The Securities and Exchange Commission's proposed rule will also
require our auditors to review the  financial  statements  contained in our Form
10-QSBs, in addition to our Form 10-KSBs.

As a  state-chartered  bank, CCB is subject to the supervision of the Department
and the FDIC.  With  respect to  expansion,  CCB may  establish  branch  offices
anywhere within the State of Florida. CCB is also subject to the Florida banking
and usury laws  restricting the amount of interest which it may charge in making
loans or other  extensions  of credit.  The usury laws also apply to CFC and CCB
Mortgage.  In  addition,  CCB,  as a  subsidiary  of  Citizens,  is  subject  to
restrictions under federal law in dealing with Citizens and other affiliates, if
any.  These  restrictions  apply  to  extensions  of  credit  to  an  affiliate,
investments in the securities of an affiliate and the purchase of assets from an
affiliate.

Loans and  extensions  of credit by state  banks are  subject  to legal  lending
limitations.  Under  state  law,  a state  bank may  grant  unsecured  loans and
extensions  of  credit  in an amount  up to 15% of its  unimpaired  capital  and
surplus to any person. In addition,  a state bank may grant additional loans and
extensions of credit to the same person up to 10% of its unimpaired  capital and
surplus,  provided that the transactions are fully secured.  This 10% limitation
is separate from,  and in addition to, the 15%  limitation for unsecured  loans.
Loans and  extensions  of credit may exceed the  general  lending  limit if they
qualify under one of several exceptions.

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Both Citizens and CCB are subject to regulatory capital  requirements imposed by
the Federal Reserve Board, the FDIC and the Department. Both the Federal Reserve
Board and the FDIC  have  established  risk-based  capital  guidelines  for bank
holding  companies and banks which make  regulatory  capital  requirements  more
sensitive to differences in risk profiles of various banking organizations.  The
capital adequacy  guidelines  issued by the Federal Reserve Board are applied to
bank  holding  companies  on a  consolidated  basis with the banks  owned by the
holding  company.  The FDIC's risk capital  guidelines  apply  directly to state
banks  regardless  of whether they are a subsidiary  of a bank holding  company.
Both  agencies'  requirements  (which are  substantially  similar)  provide that
banking  organizations  must have  capital  equivalent  to 8% of  weighted  risk
assets. The risk weights assigned to assets are based primarily on credit risks.
Depending  upon the  riskiness of a particular  asset,  it is assigned to a risk
category. For example,  securities with an unconditional guarantee by the United
States government are assigned to the lowest risk category. A risk weight of 50%
is assigned to loans secured by  owner-occupied  one to four family  residential
mortgages.  The  aggregate  amount of assets  assigned to each risk  category is
multiplied  by the risk  weight  assigned  to that  category  to  determine  the
weighted  values,  which are added  together to  determine  total  risk-weighted
assets.  At December 31, 1999, our total  risk-based  capital and Tier I capital
ratio were 12.2% and 8.25%, respectively. Both the Federal Reserve Board and the
FDIC have also implemented  minimum capital leverage ratios to be used in tandem
with the risk-based guidelines in assessing the overall capital adequacy of bank
and bank holding companies. Under these rules, banking institutions are required
to maintain a ratio of 3% "Tier  I"capital  to total  assets (net of  goodwill).
Tier I capital  includes common  stockholders  equity,  noncumulative  perpetual
preferred  stock and minority  interests in the equity  accounts of consolidated
subsidiaries.

Both the  risk-based  capital  guidelines  and the  leverage  ratio are  minimum
requirements,  applicable only to top-rated banking  institutions.  Institutions
operating at or near these levels are  expected to have  well-diversified  risk,
excellent asset quality,  high liquidity,  good earnings and in general, have to
be considered strong banking  organizations,  rated composite 1 under the CAMELS
rating system for banks or the BOPEC rating  system for bank holding  companies.
Institutions  with lower  ratings and  institutions  with high levels of risk or
experiencing  or anticipating  significant  growth would be expected to maintain
ratios 100 to 200 basis points above the stated minimums.

The Federal Deposit  Insurance  Corporation  Improvement Act of 1991 ("FDICIA"),
created five "capital categories" ("well capitalized," "adequately capitalized,"
"undercapitalized,"    "significantly    undercapitalized"    and    "critically
undercapitalized")  which are defined in the Act and which are used to determine
the severity of  corrective  action the  appropriate  regulator  may take in the
event an institution reaches a given level of undercapitalization.  For example,
an  institution   which  becomes   "undercapitalized"   must  submit  a  capital
restoration plan to the appropriate  regulator  outlining the steps it will take
to become  adequately  capitalized.  Upon approving the plan, the regulator will
monitor the institution's compliance.  Before a capital restoration plan will be
approved, any entity controlling a bank (i.e., a holding company) must guarantee
compliance with the plan until the  institution has been adequately  capitalized
for four consecutive calendar quarters.  The liability of the holding company is
limited  to the  lesser of 5% of the  institution's  total  assets or the amount
which is necessary to bring the  institution  into  compliance  with all capital
standards. In addition,  "undercapitalized" institutions will be restricted from
paying  management  fees,  dividends  and other capital  distributions,  will be
subject to certain  asset  growth  restrictions  and will be  required to obtain
prior  approval  from the  appropriate  regulator to open new branches or expand
into new lines of business. As an institution drops to lower capital levels, the
extent of action to be taken by the appropriate regulator increases, restricting
the types of  transactions  in which the  institution  may engage and ultimately
providing for the appointment of a receiver for certain  institutions  deemed to
be critically undercapitalized.

The FDICIA  required  each federal  banking  agency to prescribe for all insured
depository  institutions  and their  holding  companies  standards  relating  to
internal controls,  information  systems and audit systems,  loan documentation,
credit   underwriting,   interest  rate  risk   exposure,   asset  growth,   and
compensation,  fees and  benefits  and such  other  operational  and  managerial
standards as the agency deems  appropriate.  In  addition,  the federal  banking
regulatory   agencies  were  required  to  prescribe  by  regulation   standards
specifying:  (i)  maximum  classified  assets to capital  ratios;  (ii)  minimum
earnings  sufficient to absorb losses without  impairing  capital;  (iii) to the
extent  feasible,  a minimum  ratio of market  value to book value for  publicly
traded shares of depository  institutions or the depository  institution holding
companies; and (iv) such other standards relating to asset quality, earnings and
valuation as the agency deems appropriate.  Finally, each federal banking agency
was  required  to  prescribe  standards  for  employment   contracts  and  other
compensation  arrangements  of  executive  officers,  employees,  directors  and
principal  stockholders of insured  depository  institutions that would prohibit
compensation  and benefits  and other  arrangements  that are  excessive or that
could  lead to a  material  financial  loss for the  institution.  If an insured
depository  institution  or  its  holding  company  fails  to  meet  any  of its

                                        8


<PAGE>

standards  described  above,  it will be required  to submit to the  appropriate
federal  banking  agency a plan  specifying the steps that will be taken to cure
the deficiency. If an institution fails to submit an acceptable plan or fails to
implement the plan,  the  appropriate  federal  banking  agency will require the
institution or holding  company,  to correct the deficiency and until corrected,
may impose  restrictions on the institution or the holding company including any
of the restrictions  applicable under the prompt corrective action provisions of
the FDICIA.  The Federal banking agencies final rule implementing the safety and
soundness provisions of the FDICIA was effective on August 9, 1995.

In response to the directive  issued under the Act, the regulators  have adopted
regulations which, among other things, prescribe the capital thresholds for each
of the five  capital  categories  established  by the Act. The  following  table
reflects the capital thresholds:
<TABLE>

                                                              Total Risk -          Tier I Risk -        Tier I
                                                            Based Capital          Based Capital        Leverage
                                                                  Ratio                  Ratio              Ratio
                                                              -------------         ---------------      --------
<S>              <C>                                            <C>                       <C>              <C>
Well capitalized (1)                                            10%                       6%               5%
Adequately capitalized (1)                                       8%                       4%               4% (2)
Undercapitalized (3)                                          <  8%                    <  4%            <  4%
Significantly Undercapitalized (3)                            <  6%                    <  3%            <  3%
Critically Undercapitalized                                                                             <  2%
                                                                                                        -


<FN>
(1) An institution must meet all three minimums.
(2) 3% for composite 1-rated institutions, subject to appropriate federal
    banking agency guidelines.
(3) An institution falls into this category if it is below the specified capital
    level for any of the three capital measures.
</FN>
</TABLE>

Based  upon  the  above  regulatory   ratios,  CCB  is  considered  to  be  well
capitalized.

The Act also provided  that banks must meet new safety and soundness  standards.
In order to comply with the Act, the Federal  Reserve Board and the FDIC adopted
a final Rule which  institutes  guidelines  defining  operational and managerial
standards   relating   to  internal   controls,   loan   documentation,   credit
underwriting,  interest  rate  exposure,  asset  growth,  director  and  officer
compensation,  asset  quality,  earnings and stock  valuation.  Both the capital
standards and the safety and soundness  standards  which the Act implements were
designed to bolster and protect the deposit insurance fund.

Under the Riegle-Neal  Interstate Banking and Branching  Efficiency Act of 1994,
restrictions on interstate  acquisitions of banks by bank holding companies were
repealed,  such that  Citizens  and any other  bank  holding  company is able to
acquire any Florida-based  bank, subject to certain deposit percentage and other
restrictions.  The legislation  also provides that,  unless an individual  state
elects  beforehand  either (i) to  accelerate  the  effective  date,  or (ii) to
prohibit out-  of-state  banks from  operating  interstate  branches  within its
territory,  on or after June 1, 1997,  adequately  capitalized  and managed bank
holding  companies  will  be  able  to  consolidate.  De  novo  branching  by an
out-of-state bank is permitted only if it is expressly  permitted by the laws of
the host state. The authority of a bank to establish and operate branches within
a state will continue to be subject to applicable state branching laws.  Florida
permits  interstate  branching through  acquisition,  but does not allow de novo
branching.

The  scope  of  regulation  and  permissible  activities  of  Citizens  and  our
subsidiaries is subject to change by future federal and state legislation.

ITEM 2. - DESCRIPTION OF PROPERTY

The Marco  Island main  office  facility  is a  one-story  modern bank  building
consisting  of 7,500  square feet.  The  headquarters  of Citizens,  CFC and CCB
Mortgage are also located in this facility.  The East Trail Office consists of a
2-story  (12,000  square  feet)  facility.  The entire  building  is occupied by
Citizens' staff and includes a branch office, and executive and operations staff
for CCB and CCB  Mortgage.  The  Moorings  Office  consists of 3,864 square feet
located in a 3-story professional office condominium  building,  and is also the
headquarters for CFC. All three facilities are owned by CCB.

                                        9


<PAGE>


ITEM 3. - LEGAL PROCEEDINGS

There  are no  material  pending  legal  proceedings  to which  Citizens  or our
subsidiaries  is a party or of which any of our  properties is subject;  nor are
there material  proceedings  known to us to be contemplated by any  governmental
authority;   nor  are  there  material  proceedings  known  to  us,  pending  or
contemplated,  in  which  any  director,  officer,  affiliate  or any  principal
security holder of Citizens, or any associate of any of the foregoing is a party
or has an interest adverse to Citizens or our subsidiaries.

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

None.

                                     PART II

ITEM 5. - MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDERS MATTERS

During  the  period  covered  by this  report  and to  date,  there  has been no
established  public  trading market for Citizens'  common stock.  On October 14,
1999, Citizens filed an application with the Nasdaq for approval for listing its
common  stock  on  the  Nasdaq  SmallCap   Market.   It  is  expected  that  the
qualification process will be finalized during the first half of 2000.

As of  February  29,  2000,  the  approximate  number  of  holders  of record of
Citizens' common stock was 785.

On  February  14,  2000,  Citizens  paid a cash  dividend  of $.05 per  share to
shareholders  of record as of January 31, 2000.  Citizens  also paid an 8% stock
dividend in January,  1999 to stockholders of record as of December 31, 1998. No
other cash or stock  dividends  have been paid. It is the present  policy of the
Board of Directors  of Citizens to reinvest  earnings for such period of time as
is  necessary  to ensure the  success of our  overall  operations.  Future  cash
dividends will depend on our earnings, capital requirements, financial condition
and other factors considered relevant by our Board of Directors.

CCB is  restricted  in its ability to pay  dividends to Citizens  under  Florida
banking laws and by regulations of the Federal  Deposit  Insurance  Corporation.
Pursuant to Section 658.37, Florida Statutes, a state-chartered bank may not pay
dividends  from its capital.  All dividends must be paid out of net profits then
on hand, after charging off bad debts, depreciation, and other worthless assets.
Payment of dividends out of net profits is further limited by Federal regulation
which  prohibits  the payment of  dividends  if such  payment  would bring CCB's
capital below required levels.

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

Citizens  hereby  incorporates by reference the section  entitled  "Management's
Discussion and Analysis of Financial Condition and Results of Operations" in the
1999 Annual Report to Shareholders filed as an Exhibit under Item 13 herein.

ITEM 7. - FINANCIAL STATEMENTS

Citizens hereby  incorporates by reference the Independent  Auditors' Report and
the  Consolidated  Financial  Statements  contained in the 1999 Annual Report to
Shareholders filed as an Exhibit under Item 13 herein.

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

None.

                                    PART III

ITEM 9. - DIRECTORS AND EXECUTIVE OFFICERS OF REGISTRANT

Citizens hereby  incorporates by reference the sections  entitled  "Proposal I -
Election of  Directors"  and "Board of Directors  Meeting"  contained at pages 3
through 7 of the Proxy  Statement filed  electronically  with the Securities and
Exchange Commission on March 10, 2000.

                                       10


<PAGE>


ITEM 10. - EXECUTIVE COMPENSATION

Citizens  hereby  incorporates  by  reference  the section  entitled  "Executive
Compensation" contained at pages 11 through 12 of the Proxy Statement.

ITEM 11. - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

(a)        Security Ownership of Certain Beneficial Owners

Citizens   hereby   incorporates   by  reference  the  section  titled  "Certain
Shareholders" on page 2 of the Proxy Statement.

(b)        Security Ownership of Management

Citizens hereby incorporates by reference the section entitled "Beneficial Stock
Ownership" contained at page 7 of the Proxy Statement.

(c)        Changes in Control

Citizens is not aware of any arrangements, including any pledge by any person of
securities of Citizens,  the operation of which may at a subsequent  date result
in a change of control of Citizens.

ITEM 12. - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Neither   Citizens  nor  its   subsidiaries   have  engaged  in  any  reportable
transactions,  including  loans,  to Citizens' or its  subsidiaries'  directors,
executive  officers,  their associates and members of the immediate  families of
such directors and executive officers.

ITEM 13. - EXHIBITS AND REPORTS ON FORM 8-K.

(a) Exhibits. The following exhibits are filed with or incorporated by reference
into this report.  The exhibits  which are marked by a single  asterisk (*) were
previously  filed as a part of, and are hereby  incorporated  by reference  from
Citizens'  Registration Statement on Form SB-2, as effective with the Securities
and Exchange  Commission on December 7, 1995,  Registration  No.  33-98090.  The
exhibits  which are marked by a double  asterisk (**) were  previously  filed as
part of, and are hereby  incorporated  by reference from Citizens'  Registration
Statement on Form SB- 2 as filed with the Securities and Exchange  Commission on
March 12, 1998,  Registration No. 333-47813.  The exhibit numbers  correspond to
the exhibit numbers in the referenced documents.

Exhibit No.                              Description of Exhibit

   *3.1          Amended and Restated Articles of Incorporation of Citizens
   *3.2          Bylaws of Citizens
   *4.1          Specimen Common Stock Certificate
   *4.2          Specimen Warrant Certificate
   *4.4          Warrant Plan

 **10.1          Incentive Stock Option Plan for Key Officers and Employees
 **10.2          1998 Directors Stock Option Plan
 **10.3          Employment Contract with Michael A. Micallef, Jr.
   10.4          Employment Contract with Richard Storm, Jr.
   10.5          Employment Contract with Gregory E. Smith
   22.1          1999 Annual Report
   22.2          Proxy Statement for 2000 Annual Meeting of Shareholders
   27.0          Financial Data Schedule


(b) Reports on Form 8-K. Citizens hereby  incorporates by reference the Form 8-K
filed with the Securities and Exchange Commission on November 1, 1999.

                                       11


<PAGE>

                                   SIGNATURES

Pursuant to the requirements of Section 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.

                                     Citizens Community Bancorp,  Inc.


Dated: March 22, 2000                By:   /s/ Richard Storm, Jr.
                                           ----------------------
                                           Richard Storm, Jr.
                                           Chairman of the Board and Chief
                                           Executive Officer



Dated: March 22, 2000                By:   /s/ Gregory E. Smith
                                           --------------------
                                           Gregory E. Smith
                                           President and Principal
                                           Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following  persons on behalf of the  Registrant and
in the capacities and on the dates indicated:

/s/ Diane M. Beyer                                               March 22, 2000
------------------------------------
DIANE M. BEYER
Assistant Secretary/Director

/s/ John V. Cofer                                                March 23, 2000
------------------------------------
JOHN V. COFER
Director

/s/ Joel M. Cox, Sr.                                             March 22, 2000
------------------------------------
JOEL M. COX, SR.
Director

/s/ Thomas B. Garrison                                           March 23, 2000
------------------------------------
THOMAS B. GARRISON
Director

/s/ James S. Hagedorn                                            March 22, 2000
------------------------------------
JAMES S. HAGEDORN
Vice Chairman/Director

/s/ Dennis J. Lynch                                              March 22, 2000
------------------------------------
DENNIS J. LYNCH
Director

/s/ Robert A. Marks                                              March 22, 2000
------------------------------------
ROBERT A. MARKS
Director

                                       12


<PAGE>



/s/ Stephen A. McLaughlin                                        March 22, 2000
------------------------------------
STEPHEN A. MCLAUGHLIN
Director

/s/ Louis J. Smith                                               March 22, 2000
------------------------------------
LOUIS J. SMITH
Director

/s/ Richard Storm, Jr.                                           March 22, 2000
------------------------------------
RICHARD STORM, JR.
Chairman, Chief Executive Officer
and Director

/s John G. Wolfe                                                 March 23, 2000
------------------------------------
JOHN G. WOLF
Director

         SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO
         SECTION  15(d) OF THE ACT BY  REGISTRANTS  WHICH  HAVE  NOT  REGISTERED
         SECURITIES PURSUANT TO SECTION 12 OF THE ACT.

         Citizens'  1999  Annual  Report is  included  as  Exhibit  22.1 of this
         filing.

         Citizens'  Proxy  Statement for 2000 Annual Meeting of  Shareholders is
         included as Exhibit 22.2 of this filing.

                                       13