================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                                   FORM 10-KSB
(Mark One):

[X]      ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934 NO FEE REQUIRED For the fiscal year ended December
         31, 1999,

[  ]     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 No. 000-18464

                            EMCLAIRE FINANCIAL CORP.
--------------------------------------------------------------------------------
                 (Name of Small Business Issuer in Its Charter)

             Pennsylvania                                      25-1606091
---------------------------------------------              ------------------
(State or Other Jurisdiction of Incorporation              I.R.S. Employer or
            Organization)                                  Identification No.

612 Main Street, Box D, Emlenton, Pennsylvania                   16373
----------------------------------------------                 ----------
   (Address of Principal Executive Offices)                    (Zip Code)

Issuer's Telephone Number, Including Area Code: (724) 867-2311
                                                --------------

Securities registered pursuant to Section 12(b) of the Act: None
                                                            ----

Securities registered pursuant to Section 12(g) of the Act:

                     Common Stock, par value $1.25 per share
                     ---------------------------------------
                                (Title of Class)

         Check whether the issuer: (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
past 12 months (or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing requirements for the
past 90 days. YES [X] NO [ ].

         Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-B 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]

         State issuer's revenues for its most recent fiscal year. $14,512,000

         As of March 29, 2000, there were issued and outstanding 1,353,540
shares of the registrant's Common Stock.

         The Registrant's Common Stock trades on the OTC Electronic Bulletin
Board under the symbol "EMCF." The aggregate market value of the Common Stock
held by non-affiliates of the registrant, based on the last price the
registrant's Common Stock was sold on March 29, 1999, was $16,515,444 ($15.06
per share average bid/ask price, based on 1,096,643 shares of Common Stock
outstanding).

Transition Small Business Disclosure Format (check one)
YES [ ] NO [X]

                       DOCUMENTS INCORPORATED BY REFERENCE

          1.   Portions of the Annual Report to Stockholders for the Fiscal Year
               ended December 31, 1999. (Parts I, II, and IV)

          2.   Portions of the Proxy Statement for the Annual Meeting of
               Stockholders. (Part III)

================================================================================
<PAGE>


PART I

Item 1.  Description of Business

General

Emclaire Financial Corp. ("Emclaire" or "Company") was incorporated in
Pennsylvania in 1989 to own and control all of the capital stock of The Farmers
National Bank of Emlenton ("Bank"). Emclaire is a registered bank holding
company pursuant to the Bank Holding Company Act of 1956 ("BHCA"), as amended.
Emclaire has no employees other than executive officers whom do not receive
compensation for serving in such capacity. Because Emclaire has not engaged in
any significant business to date, almost entirely all of the business conducted
by the Company on a consolidated basis is conducted through the Bank, its wholly
owned subsidiary.

At December 31, 1999, Emclaire had $192.0 million in total assets, $20.8 million
in stockholders' equity, and $168.4 million in deposits. The Federal Insurance
Deposit Corporation to the full extent provided by law insures deposits.

The Bank was organized in 1900 as a national banking association, and operates
under the supervision of the Office of the Comptroller of the Currency ("OCC").
The Bank operates a network of eleven offices located in Venango, Butler,
Clarion, Clearfield, Elk and Jefferson counties.

The Bank operates as a full-service community bank, offering a variety of
financial services to meet the needs of its markets served. Those services
include accepting time and demand deposits from the general public and together
with other funds, using the proceeds to originate secured and unsecured
commercial and consumer loans, finance commercial transactions and provide
construction and mortgage loans, as well as home equity and personal lines of
credit. In addition funds are also used to purchase investment securities.

Lending Activities

General. The principal lending activities of the Bank are the origination of
residential mortgage loans, home equity loans, commercial and commercial real
estate loans, and installment loans. Generally, loans are originated in the
Bank's primary market area. For a description of the Bank's loan portfolio, see
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" in Emclaire's Annual Report to Stockholders ("Annual Report")
included as Exhibit 13 and incorporated herein by reference.

One-to-Four Family Mortgage Loans. The Bank offers first mortgage loans secured
by one-to-four family residences located in the Bank's primary lending area.
Typically such residences are single family owner occupied units. The Bank is an
approved, qualified lender for the Federal Home Loan Mortgage Corporation
("FHLMC"). As a result, the Bank may sell loans to and service loans for the
FHLMC. While the Bank has made no such sales to date, it anticipates the ability
to sell loans to the FHLMC will allow it to minimize the interest rate risk
associated with longer term fixed rate mortgages.

Home Equity Loans. The Bank originates home equity loans secured by
single-family residences. These loans may be either a single advance fixed rate
loan with a term of up to 15 years, or a variable rate revolving line of credit.
These loans are made only on owner-occupied single-family residences.

Commercial and Commercial Real Estate Loans. Commercial lending constitutes a
significant portion of the Bank's lending activities comprising a combined total
of 25.1% of the total loan portfolio at December 31, 1999. Commercial real
estate loans generally consist of loans granted for commercial purposes secured

                                       2
<PAGE>


by commercial or other nonresidential real estate. Commercial loans consist of
secured and unsecured loans for such items as capital assets, inventory,
operating funds, and other commercial purposes.

Consumer Loans. Consumer loans generally consist of fixed rate term loans for
automobile purchases, home improvements not secured by real estate, capital, and
other personal expenditures. In addition, the Bank funds education loans, under
various government guaranteed student loan programs, that are serviced for the
Bank by a third party. The Bank also offers unsecured revolving personal lines
of credit and overdraft protection

Loans to One Borrower. National banks are subject to limits on the amount of
credit that they can extend to one borrower. Under current law, loans to one
borrower are limited to an amount equal to 15% of unimpaired capital and surplus
on an unsecured basis, and an additional amount equal to 10% of unimpaired
capital and surplus if the loan is secured by readily marketable collateral. At
December 31, 1999, the Bank's loans-to-one borrower limit based upon 15% of
unimpaired capital was $2.6 million. At December 31, 1999, the Bank's largest
aggregation of loans to one borrower was approximately $2.5 million of loans
secured by equipment and commercial real estate. At December 31, 1999, all of
these loans were performing in accordance with their terms.

Investment Portfolio

General. The Bank maintains an investment portfolio of securities such as U.S.
government and agency securities, state and municipal debt obligations,
corporate notes and bonds, and to a lesser extent, mortgage-backed securities.
Management generally maintains an investment portfolio with relatively short
maturities to minimize overall interest rate risk. However, during 1999,
approximately $2.5 million was invested in longer term callable municipal
securities, as part of strategy to moderate federal income taxes.

Investment decisions are made within policy guidelines established by the Board
of Directors. This policy is aimed at maintaining a diversified investment
portfolio, which complements the overall asset/liability and liquidity
objectives of the Bank, while limiting the related credit risk to an acceptable
level. For a description of the Company's investment portfolio see "Management's
Discussion and Analysis of Financial Condition and Results of Operations" in the
Annual Report incorporated herein by reference.

Sources of Funds

General. Deposits are the primary source of the Bank's funds for lending and
investing activities. Secondary sources of funds are derived from loan
repayments and investment maturities. Loan repayments can be considered a
relatively stable funding source, while deposit activity is greatly influenced
by interest rates and general market conditions. The Bank also has access to
funds through credit facilities available from the Federal Home Loan Bank
("FHLB"). In addition, the Bank can obtain advances from the Federal Reserve
Bank discount window. For a description of the Bank's sources of funds see
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" in the Annual Report incorporated herein by reference.

Deposits. The Bank offers a wide variety of retail deposit account products to
both consumer and commercial deposit customers, including time deposits,
non-interest bearing and interest bearing demand deposit accounts, savings
deposits, and money market accounts.

Deposit products are promoted in periodic newspaper and radio advertisements,
along with notices provided in customer account statements. The Bank's market
strategy is based on its reputation as a community bank that provides quality
products and personal customer service.



                                       3
<PAGE>

The Bank pays interest rates on its interest bearing deposit products that are
competitive with rates offered by other financial institutions in its market
area. Interest rates on deposits are reviewed weekly by management, who
considers a number of factors including (1) the Bank's internal cost of funds;
(2) rates offered by competing financial institutions; (3) investing and lending
opportunities; and (4) the Bank's liquidity position.

Subsidiary Activity

Emclaire has one wholly-owned subsidiary, the Bank, a national association. As
of December 31, 1999, the Bank had no subsidiaries.

Personnel

At December 31, 1999, the Bank had 102 full time equivalent employees. A
collective bargaining unit represents none of its employees. The Bank believes
its relationship with its employees to be satisfactory.

Competition

The Bank competes with regional and other community commercial banks, thrift
institutions, credit unions, and non-financial institution entities such as
mutual funds and securities brokers, for deposit customers, in its primary
market area of Venango, Butler, Clarion, Clearfield, Elk, Jefferson and northern
Armstrong Counties. In addition to competing financial institutions, the Bank
also competes with mortgage brokers, mortgage banking companies and consumer
finance companies for loan customers.

The Bank competes for deposit funds by offering a variety of deposit products,
quality personal service and competitive interest rates. In addition, the Bank
offers a number of other services including but not limited to, safe deposit
boxes, night depositories, debit cards, automated teller machines, wire
transfers and direct deposit.

The Bank competes for loans by charging competitive interest rates and nominal
fees, along with providing efficient and comprehensive service to loan
customers.

Supervision and Regulation

Bank holding companies and banks are extensively regulated under both federal
and state law. Set forth below is a summary description of certain provisions of
certain laws that relate to the regulation of the Company and the Bank. The
description does not purport to be complete and is qualified in its entirety by
reference to the applicable laws and regulations.

Regulation - The Company

Emclaire, as a registered bank holding company, is subject to regulation under
the BHCA. The Company is required to file quarterly reports and annual reports
with the Federal Reserve Board ("FRB") and such additional information as the
FRB may require pursuant to the BHCA. The FRB may conduct examinations of
Emclaire and its subsidiaries.

The BHCA also generally limits the activities of a bank holding company to that
of banking, managing


                                       4
<PAGE>


or controlling banks, or any other activity which is determined to be closely
related to banking or to managing or controlling banks as to be a proper
incident thereto. Emclaire does not currently engage in any nonbanking
activities

Bank holding companies and their subsidiary banks are subject to the provisions
of the Community Reinvestment Act of 1977, as amended ("CRA"). Under the terms
and the provisions of the CRA, the Bank's record in meeting the credit needs of
the community served by the Bank, including low- and moderate-income
neighborhoods, is generally annually assessed by the OCC. When a bank holding
company applies for approval to acquire a bank or other bank holding company,
the Federal Reserve will review the assessment of each subsidiary bank of the
applicant bank holding company, and such records may be the basis for denying
the application. At March 22, 1999, the Bank was rated "Satisfactory" with
respect to the CRA.

Under FRB regulations, a bank holding company is required to serve as a source
of financial and managerial strength to its subsidiary banks and may not conduct
its operations in an unsafe or unsound manner. In addition, it is the FRB's
policy that in serving as a source of strength to its subsidiary banks, a bank
holding company should stand ready to use available resources to provide
adequate capital funds to its subsidiary banks during periods of financial
stress or adversity and should maintain the financial flexibility and
capital-raising capacity to obtain additional resources for assisting its
subsidiary banks. A bank holding company's failure to meet its obligations to
serve as a source of strength to its subsidiary banks will generally be
considered by the FRB to be an unsafe and unsound banking practice or a
violation of the FRB's regulations or both. This doctrine has become known as
the "source of strength" doctrine. The validity of the source of strength
doctrine has been and is likely to continue to be the subject of litigation
until definitively resolved by the courts or by Congress.

Regulation - The Bank

General - The Bank is subject to supervision and examination by the OCC and to
certain regulations of the FDIC, and the FHLB. The Bank is also subject to
various requirements and restrictions under federal and state law, including
requirements to maintain reserves against deposits, restrictions on the types,
amount and terms and conditions of loans that may be granted and limitations on
the types of investments that may be made and the types of services that may be
offered. Various consumer laws and regulations also affect the operations of the
Bank.

Dividend Restrictions - Dividends from the Bank constitute the principal source
of income to Emclaire. The Bank is subject to various statutory and regulatory
restrictions on its ability to pay dividends to the Company. Under such
restrictions, the amount available for payment of dividends to the Company by
the Bank totaled approximately $748,000 at December 31, 1999. In addition, the
OCC has the authority to prohibit the Bank from paying dividends, depending upon
the Bank's financial condition, if such payment is deemed to constitute an
unsafe or unsound practice. The ability of the Bank to pay dividends in the
future is presently, and could be further, influenced by bank regulatory and
supervisory policies.

Affiliate Transactions - The Bank is subject to federal laws that limit the
transactions by subsidiary banks to or on behalf of their parent company and to
or on behalf of any nonbank subsidiaries. Such transactions by a subsidiary bank
to its parent company or to any nonbank subsidiary are limited to 10 percent of
a bank subsidiary's capital and surplus and, with respect to such parent company
and all such nonbank subsidiaries, to an aggregate of 20 percent of such bank
subsidiary's capital and surplus. Further, loans and extensions of credit
generally are required to be secured by eligible collateral in specified
amounts. Federal law also prohibits banks from purchasing "low quality" assets
from affiliates.

                                       5

<PAGE>


Insurance Assessments - Deposits of the Bank are insured by the BIF of the FDIC
and are subject to FDIC insurance assessments. The amount of FDIC assessments
paid by the individual insured depository institution is based on their relative
risk as measured by regulatory capital ratios and certain other factors. During
1995, the FDIC significantly reduced premium rates assessed on deposits insured
by the BIF. Under the current regulations, the Bank is assessed a premium on
BIF-insured deposits.

Beginning January 1, 1997, pursuant to the Economic Growth and Paperwork
Reduction Act of 1996 (the "Act"), the Bank paid, in addition to its normal
deposit insurance premium as a member of the BIF, an amount equal to
approximately 1.3 basis points toward the retirement of the Financing
Corporation bonds ("FICO Bonds") issued in the 1980's to assist in the recovery
of the savings and loan industry. Members of the Savings Association Insurance
Fund ("SAIF"), by contrast, will pay, in addition to their normal deposit
insurance premium, ranging between 0 to 27 basis points, approximately 6.4 basis
points. Deposits acquired by the Bank in the acquisition of Peoples Savings Bank
are assessed at the SAIF rate for FICO Bond Retirement. Beginning no later than
January 1, 2000, the rate paid to retire the FICO Bonds will be equal for
members of the BIF and the SAIF.

Enforcement Powers of Federal Banking Agencies - Federal Banking agencies
possess broad powers to take corrective and other supervisory action deemed
appropriate for an insured depository institution and its holding company. The
extent of these powers depends on whether the institution in question is
considered "well capitalized", "adequately capitalized", "under capitalized" or
"critically undercapitalized". At December 31, 1999, the Bank exceeded the
required ratios for classification as "well capitalized". The classification of
depository institutions is primarily for the purpose of applying the federal
banking agencies' prompt corrective action and other supervisory powers and is
not intended to be, and should not be interpreted as, a representation of the
overall financial condition or prospects of any financial institution.

The agencies' prompt corrective action powers can include, among other things,
requiring an insured depository institution to adopt a capital restoration plan
which cannot be approved unless guaranteed by the institution's parent company;
placing limits on asset growth and restrictions on activities, including
restrictions on transactions with affiliates; restricting the interest rate the
institution may pay on deposits; prohibiting the payment of principal or
interest on subordinated debt, prohibiting the holding company from making
capital distributions without prior regulatory approval; and, ultimately,
appointing a receiver for the institution. Among other things, only a "well
capitalized" depository institution may accept brokered deposits without prior
regulatory approval and only an "adequately capitalized" depository institution
may accept brokered deposits with prior regulatory approval.

Under the risk-based capital guidelines applicable to Emclaire and the Bank, the
minimum guideline for the ratio of total capital to risk-weighted assets
(including certain off-balance-sheet activities) is 8.00 percent. At least half
of the total capital must be "Tier 1" or core capital, which primarily includes
common stockholders' equity and qualifying preferred stock, less goodwill and
other disallowed intangibles. "Tier 2" or supplementary capital includes, among
other items, certain cumulative and limited-life preferred stock, qualifying
subordinated debt and the allowance for loan losses, subject to certain
limitations, less required deductions as prescribed by regulation.

In addition, the federal bank regulators established leverage ratio (Tier 1
capital to total adjusted average assets) guidelines providing for a minimum
leverage ratio of 3 percent for bank holding companies and banks meeting certain
specified criteria, including that such institutions have the highest regulatory
examination rating and are not contemplating significant growth or expansion.
Institutions not meeting these criteria are expected to maintain a ratio which
exceeds the 3 percent minimum by at least 100 to 200 basis points. The federal
bank regulatory agencies may, however, set higher capital requirements when
particular circumstances warrant. Under federal banking laws, failure to meet
the minimum capital


                                       6
<PAGE>


requirements could subject a bank to a variety of enforcement remedies available
to federal bank regulatory agencies.

At December 31, 1999, the Bank's respective total and Tier 1 risk-based capital
ratios and leverage ratios exceeded the minimum regulatory requirements. See
Note 14 in the audited consolidated financial statements included in the Annual
Report and incorporated herein by reference.

Legislative Proposals and Reforms

On November 12, 1999, President Clinton signed into law the Gramm-Leach-Bliley
Act (The "GLB Act") which, effective March 11, 2000, permitted qualifying bank
holding companies to become financial holding companies and engage in other
activities that are financial nature or incidental to financial activity. The
GLB Act defines "financial in nature" to include securities underwriting,
dealing and market making; sponsoring mutual funds and investment companies;
insurance underwriting and agency; merchant bank activities; and activities that
the Federal Reserve Board ("FRB") has determined to be closely related to
banking. A bank holding company may elect to be treated as a financial holding
company only if all depository institution subsidiaries of the holding company
are and continue to be well-capitalized and well-managed and have at least a
satisfactory rating under the Community Reinvestment Act.

The GLB Act also authorizes national banks to engage, through "financial
subsidiaries," in any activity that is permissible for a financial holding
company and any activity that is determined to be financial in nature or
incidental to a financial activity, except insurance underwriting, real estate
development, real estate investment (except as otherwise permitted by law),
insurance company portfolio investments and merchant banking activities. The
authority of a national bank to invest in a financial subsidiary is subject to a
number of conditions, including among other things, requirements that the bank
must be well-managed and well-capitalized (after deducting from capital the
bank's outstanding investments in financial subsidiaries). In addition, the GLB
Act enacts a number of consumer protections, including provisions intended to
protect privacy of bank customers' financial information and provisions
requiring disclosure of ATM fees imposed by banks on customers of other banks.

Item  2.  Description of Property

(a) Properties.

Emclaire owns no real property but utilizes the main office of the Bank. The
Company's and the Bank's executive offices are located at 612 Main Street,
Emlenton, Pennsylvania. Emclaire pays no rent or other form of consideration for
the use of this facility. The Bank also owns a facility that houses its data
processing operations. The Bank has eleven offices located in Venango, Butler,
Clarion, Clearfield, Elk, and Jefferson counties, Pennsylvania. The Bank's total
investment in office property and equipment was $5.7 million with a net book
value of $3.4 million at December 31, 1999.

<TABLE>
<CAPTION>
          Main Office                  Eau Claire Office              Clarion Office               Data Center
          -----------                  -----------------              --------------               -----------
<S>                              <C>                             <C>                       <C>
612 Main Street                  207 South Washington Street     Sixth and Wood Streets    708 Main Street
Emlenton, Pennsylvania           Eau Claire, Pennsylvania        Clarion, Pennsylvania     Emlenton, Pennsylvania
Venango County                   Butler County                   Clarion County            Venango, County
</TABLE>

                                       7

<PAGE>

<TABLE>
<CAPTION>
       East Brady Office                Bon Aire Office              Knox 338 Office         Knox Main Street Office
       -----------------                ---------------              ---------------         -----------------------
<S>                              <C>                             <C>                       <C>
Broad and Brady Streets          1101 North Main Street          Rt. 338 South             Main and State Streets
East Brady, Pennsylvania         Butler, Pennsylvania            Knox, Pennsylvania        Knox, Pennsylvania
Clarion County                   Butler County                   Clarion County            Clarion County

<CAPTION>
      Clarion Mall Office                Ridgway Office               DuBois Office             Brookville Office
      -------------------                --------------               -------------             -----------------
<S>                              <C>                             <C>                       <C>
Clarion Mall, Room 400           173 Main Street                 17 W. Long Avenue         263 Main Street
Clarion, Pennsylvania            Ridgway, Pennsylvania           DuBois, Pennsylvania      Brookville, Pennsylvania
Clarion County                   Elk County                      Clearfield County         Jefferson County
</TABLE>

All offices are owned by the Bank, except for the Bon Aire, Knox 338, Clarion
Mall and DuBois offices which are leased. The Bon Aire office is a unit in the
Bon Aire Plaza operated under a 5-year lease with an option to renew. The Knox
338 office is located in a supermarket, and is operated under a 5 year lease
commencing in 1996 with three (3) options to renew. The Clarion Mall office is
leased for 5 years with two (2) options to renew. The DuBois office is leased on
a month-to-month basis. The Bank also maintains a remote ATM facility located in
a supermarket in East Brady.

         (b) Investment Policies.

See "Item 1. Business" above for a general description of the Bank's investment
policies and any regulatory or Board of Directors' percentage of assets
limitations regarding certain investments. All of the Bank's investment policies
are reviewed and approved by the Board of Directors of the Bank, and such
policies, subject to regulatory restrictions (if any), can be changed without a
vote of stockholders. The Bank's investments are primarily acquired to produce
income, and to a lesser extent, possible capital gains.

         (1) Investments in Real Estate or Interests in Real Estate. See "Item
1. Business - Lending Activities," "Item 1. Business - Regulation of the Bank,"
and "Item 2. Description of Property - (a) Properties" above.

         (2) Investments in Real Estate Mortgages. See "Item 1. Business -
Lending Activities" and "Item 1. Business - Regulation of the Bank."

         (3) Investments in Securities of or Interests in Persons Primarily
Engaged in Real Estate Activities. See "Item 1. Business - Lending Activities,"
"Item 1. Business - Regulation of the Bank," and "Item 1. Business - Subsidiary
Activity."

         (c)  Description of Real Estate and Operating Data.

         Not Applicable.

Item  3.  Legal Proceedings

Neither the Bank nor Emclaire is involved in any material legal proceedings. The
Bank, from time to time, is party to litigation which arises in the ordinary
course of business, such as claims to enforce liens, claims involving the
origination and servicing of loans, and other issues related to the business of
the Bank. In the opinion of management the resolution of any such issues would
not have a material adverse impact on the financial position, results of
operation, or liquidity of the Bank or the Company.

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

No matters were submitted to stockholders for a vote during the quarter ended
December 31, 1999.


                                       8
<PAGE>


PART II

Item 5. Market for the Registrant's Common Equity and Related Stockholder
        Matters

The information contained under the section captioned "Common Stock Information"
in Emclaire's Annual Report for the fiscal year ended December 31, 1999, is
incorporated herein by reference.

Item 6. Management's Discussion and Analysis of Financial Condition and Results
        of Operations

The required information is contained in the section captioned "Management's
Discussion and Analysis of Financial Condition and Results of Operations" in the
Annual Report and is incorporated
herein by reference.

Item 7. Financial Statements

Emclaire's consolidated financial statements required herein are contained in
the Annual Report and are incorporated herein by reference.

Item 8. Changes in and Disagreements With Accountants on Accounting and
        Financial Disclosure

         Not Applicable.

PART III

Item 9. Directors, Executive Officers, Promoters and Control Persons; Compliance
        with Section 16(b) of the Exchange Act

The information contained under the sections captioned "Principal Beneficial
Owners of the Corporation's Common Stock" and "Information as to Nominees,
Directors and Executive Officers" in the Company's definitive proxy statement
for the Company's Annual Meeting of Stockholders (the "Proxy Statement") is
incorporated herein by reference.

Item 10. Executive Compensation

The information contained under the section captioned "Information as to
Nominees, Directors and Executive Officers" in the Proxy Statement is
incorporated herein by reference.

Item 11. Security Ownership of Certain Beneficial Owners and Management

         (a)      Security Ownership of Certain Beneficial Owners

                  Information required by this item is incorporated herein by
                  reference to the section captioned "Principal Beneficial
                  Owners of the Corporation's Common Stock" in the Proxy
                  Statement.

         (b)      Security Ownership of Management

                  Information required by this item is incorporated herein by
                  reference to the section captioned "Principal Beneficial
                  Owners of the Corporation's Common Stock" in the Proxy
                  Statement.


                                       9
<PAGE>

         (c)      Changes in Control

                  Management of the Company knows of no arrangements, including
                  any pledge by any person of securities of the Company, the
                  operation of which may at a subsequent date result in a change
                  in control of the Registrant.

Item 12. Certain Relationships and Related Transactions

The information required by this item is incorporated herein by reference to the
section captioned "Information as to Nominees, Directors and Executive Officers"
in the Proxy Statement.

Item 13. Exhibits, List and Reports on Form 8-K

(a)      Exhibits are either attached as part of this Report or incorporated
         herein by reference.

                 3.1       Articles  of  Incorporation  of Emclaire
                           Financial Corp. *

                 3.2       Bylaws of Emclaire Financial Corp. *

                   4       Specimen Stock Certificate of Emclaire Financial
                           Corp. ***

                  10       Form of Change in Control Agreement between
                           Registrant and two (2) executive officers. **

                  11       Statement regarding computation of earnings per share
                           (see Note 1 to the Notes to Consolidated Financial
                           Statements in the Annual Report).

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

                  21       Subsidiaries of the Registrant (see information
                           contained herein under "Business - Subsidiary
                           Activity").

                  27       Financial Data Schedule ****

(b)               Reports on Form 8-K.

                  None

*    Incorporated by reference to the Registrant's Registration Statement on
     Form SB-2, as amended, (File No. 333-11773) declared effective by the SEC
     on October 25, 1996
**   Incorporated by reference to the Registrant's Annual Report on 10-KSB for
     the year ended December 31, 1996.
***  Incorporated by reference to the Registrant's Annual Report on 10-KSB for
     the year ended December 31, 1997.
**** Only in electronic filing.


                                       10
<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.

                     EMCLAIRE FINANCIAL CORP.

<TABLE>
<S>                               <C>
Dated: April ____, 2000           By: /s/ David L. Cox
                                      --------------------------------------
                                      David L. Cox
                                      President, Chief Executive Officer, and Director
                                      (Duly Authorized Representative)
</TABLE>

Pursuant to the requirement 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.

<TABLE>
<S>                                                         <C>
By: /s/ David L. Cox                                        By: /s/ John J. Boczar
    ----------------------------------                          -------------------------------
    David L. Cox                                                John J. Boczar
    President, Chief Executive Officer, and Director            Secretary/Treasurer
    (Principal Executive Officer)                               (Principal Financial and Accounting Officer)

Date: April 11, 2000                                        Date: April 11, 2000


By: /s/ Ronald L. Ashbaugh                                  By: /s/ Brian C. McCarrier
    ----------------------------------                          -------------------------------
    Ronald L. Ashbaugh                                          Brian C. McCarrier
    Director                                                    Director

Date: April 11, 2000                                        Date: April 11, 2000


By:                                                         By:  /s/ George W. Freeman
    ----------------------------------                          -------------------------------
    Bernadette H. Crooks                                        George W. Freeman
    Director                                                    Director

Date: April   , 2000                                        Date: April 11, 2000


By:                                                         By:
    ----------------------------------                          -------------------------------
    Rodney C. Heeter                                            Robert L. Hunter
    Director                                                    Director

Date: April   , 2000                                        Date:


By: /s/ J. Michael King                                     By: /s/ John B. Mason
    ----------------------------------                          -------------------------------
    J. Michael King                                             John B. Mason
    Director                                                    Director

Date: April 11, 2000                                        Date: April 11, 2000
</TABLE>


By:
    ----------------------------------
      Elizabeth C. Smith
      Director

Date:

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