UNITED STATES

                        SECURITIES AND EXCAHGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-Q


[ X ]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
                       OF THE SECURITIES EXCAHNGE ACT 1934

For the quarterly period ended March 31, 2000

OR

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

Commission File Number 0-11132

                           FIRST BANKING CENTER, INC.
             (Exact name of registrant as specified in its charter)

                              Wisconsin 39-1391327
                          (State or other jurisdiction
                                   of (I.R.S.
                                    Employer
                            incorporation or organization)
                              Identification No.)



                    400 Milwaukee Ave., Burlington, WI 53105
               (Address of principal executive offices) (Zip Code)



                                 (262) 763-3581
              (Registrant's telephone number, including area code)

       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 [   ]

       Indicate the number of shares outstanding of each of the issuer's classes
of common stock,  as of the latest  practicable  date.  Common stock,  $1.00 par
value, 1,479,428 shares outstanding.

<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
                    FIRST BANKING CENTER, INC. AND SUBSIDIARY
                              BURLINGTON, WISCONSIN
                           CONSOLIDATED BALANCE SHEET
                                 March 31, 2000
                                       vs
                                December 31, 1999
                             (Dollars in thousands)

<CAPTION>
ASSETS                                                                                3/31/00       12/31/99
                                                                                    (Unaudited)    (Audited)
<S>                                                                                  <C>           <C>
  Cash and due from banks                                                               $12,882        $19,123
  Federal funds sold                                                                          0          4,242
  Interest bearing deposits in banks                                                         45             40
  Available for sale securities - stated at fair value                                   62,646         54,952
  Loans, less allowance for loan losses of $3,794 and
    $3,581 in 2000 and 1999 respectively                                                296,497        295,143
  Office buildings and equipment, net                                                     9,678          9,429
  Other assets                                                                            8,797          9,160
                                                                                  -----------------------------

      TOTAL ASSETS                                                                     $390,545       $392,089
                                                                                  =============================

LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
  Deposits
    Demand                                                                              $50,058        $51,610
    Savings and NOW accounts                                                            139,140        140,612
    Time                                                                                115,315        113,922
                                                                                  -----------------------------
      Total Deposits                                                                    304,513        306,144
  Securities sold under repurchase agreements                                            20,417         21,131
  U S Treasury note account                                                                 100            100
  Other borrowings                                                                       27,768         27,768
  Other liabilities                                                                       3,361          3,529
                                                                                  -----------------------------

      TOTAL LIABILITIES                                                                $356,159       $358,672
                                                                                  -----------------------------

STOCKHOLDERS' EQUITY
  Common Stock,  $1.00 par value  3,000,000  shares  authorized;  1,489,380  and
    1,489,380 shares issued as of March 31, 2000
    and December 31, 1999 resceptively                                                   $1,489         $1,489
  Surplus                                                                                 4,229          4,236
  Retained Earnings                                                                      29,789         28,717
                                                                                  -----------------------------
                                                                                         35,507         34,442
  Common stock in treasury, at cost-9,952 and 9,822 shares
   for March 31, 2000 and December 31, 1999, respectively                                 ($347)         ($342)
  Accumulated other comprehensive loss                                                     (774)          (683)
                                                                                  -----------------------------

      TOTAL STOCKHOLDERS' EQUITY                                                        $34,386        $33,417
                                                                                  -----------------------------

      TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                       $390,545       $392,089
                                                                                  =============================
</TABLE>

<PAGE>
<TABLE>
                    FIRST BANKING CENTER, INC. AND SUBSIDIARY
                              BURLINGTON, WISCONSIN
                        CONSOLIDATED STATEMENT OF INCOME
                          as of March 31, 2000 and 1999
                  (Dollars in thousands, except per share data)
                                   (Unaudited)
<CAPTION>
                                                            Quarter-to-Date                 Year-to-Date

                                                        3/31/00        3/31/99       3/31/00       3/31/99
<S>                                                     <C>            <C>           <C>           <C>
INTEREST INCOME
  Interest and fees on loans                                 $6,411        $5,715        $6,411         $5,715
  Interest on securities
    Taxable                                                     511           659           511            659
    Tax-exempt                                                  321           296           321            296
  Interest on federal funds sold                                 40            41            40             41
  Interest on deposits in banks                                   1             1             1              1
                                                    -----------------------------------------------------------
      TOTAL INTEREST INCOME                                   7,284         6,712         7,284          6,712
                                                    -----------------------------------------------------------

INTEREST EXPENSE
  Interest on deposits                                        2,797         2,435         2,797          2,435
  Interest on fed funds purchased and securities
    sold under reprchase agreements                             261           338           261            338
  Interest on U.S. Treasury Note Account                          0             1             0              1
  Interest on other borrowings                                  392           292           392            292
                                                    -----------------------------------------------------------
      TOTAL INTEREST EXPENSE                                  3,450         3,066         3,450          3,066
                                                    -----------------------------------------------------------
      NET INTEREST INCOME BEFORE PROVISION FOR
         LOAN LOSSES                                          3,834         3,646         3,834          3,646
  Provision for loan losses                                      90            83            90             83
                                                    -----------------------------------------------------------
      NET INTEREST INCOME AFTER PROVISION FOR
        LOAN LOSSES                                           3,744         3,563         3,744          3,563
                                                    -----------------------------------------------------------

NONINTEREST INCOME
  Trust department income                                       100            90           100             90
  Service charges on deposit accounts                           313           275           313            275
  Investment securities gains (losses)                           (5)            0            (5)             0
  Other income                                                  282           241           282            241
                                                    -----------------------------------------------------------
      TOTAL NONINTEREST INCOME                                  690           606           690            606
                                                    -----------------------------------------------------------

NONINTEREST EXPENSE
  Salary and employee benefits                                1,656         1,563         1,656          1,563
  Occupancy expenses                                            218           223           218            223
  Equipment expenses                                            317           281           317            281
  Data Processing services                                      154           128           154            128
  Other expenses                                                631           609           631            609
                                                    -----------------------------------------------------------
      TOTAL NONINTEREST EXPENSE                               2,976         2,804         2,976          2,804
                                                    -----------------------------------------------------------

      INCOME BEFORE INCOME TAXES                              1,458         1,365         1,458          1,365
  Income taxes                                                  385           415           385            415
                                                    -----------------------------------------------------------
      NET INCOME                                             $1,073          $950        $1,073           $950
                                                    ===========================================================

        Basic earnings per share                              $0.73         $0.64         $0.73          $0.64
        Diluted earnings per share                            $0.69         $0.61         $0.69          $0.61
        Weighted average shares outstanding                   1,479         1,489         1,479          1,489
</TABLE>

<PAGE>
<TABLE>
                    FIRST BANKING CENTER, INC. AND SUBSIDIARY
                              BURLINGTON, WISCONSIN
                        CONSOLIDATED STATEMENT OF CHANGES
                      IN COMPONENTS OF STOCKHOLDERS' EQUITY
                              As of March 31, 2000
                    (Dollars in thousands, except for shares)
                                   (Unaudited)
<CAPTION>
                                                                                                   Accumulated
                                                                                                   other
                                          Common                      Retained        Treasury     comprehensive
                                          Stock         Surplus       Earnings        Stock        income(loss)    Total
                                       --------------------------------------------------------------------------------------
<S>                                     <C>           <C>           <C>             <C>          <C>             <C>
BALANCE - December 31, 1998                $1,489        $4,312        $25,431           $0           $663          $31,895
 Comprehensive income:
  Net income - 1999                             -             -            950            -              -              950
  Change in net unrealized gain(loss)
   on securities available for sale             -             -              -            -           (274)            (274)
  Reclassification adjustment for gains
   (losses) realized in net income              -             -              -            -              -                -
          (167)
  Income tax effect                             -             -              -            -            107              107
                                                                                                               --------------
        Total comprehensive income                                                                                      783
                                                                                                               --------------
  Purchased no shares of treasury stock         -             -              -            -              -                -
  Cash dividend paid-$0.00 per share            -             -              -            -              -                -
  Issued of 525 shares of stock under
   stock option plan                            -            11              -            -              -               11
                                       --------------------------------------------------------------------------------------

BALANCE - March 31, 1999                   $1,489        $4,323        $26,381           $0           $496          $32,689
                                       ======================================================================================

BALANCE - December 31, 1999                $1,489        $4,236        $28,717        ($342)         ($683)         $33,417
 Comprehensive income:
  Net income - 2000                             -             -          1,073            -              -            1,073
  Change in net unrealized gain(loss)
   on securities available for sale             -             -             -             -           (144)            (144)
  Reclassification adjustment for gains
   (losses) realized in net income              -             -             -             -             (5)              (5)
  Income tax effect                             -             -             -             -             58               58
                                                                                                               --------------
        Total comprehensive income                                                                                      982
                                                                                                               --------------
  Purchased of 980 shares of treasury stock     -             -             -           (34)             -              (34)
  Cash dividend paid-$0.00 per share            -             -             -             -              -                -
  Reissuance of 850 shares of treasury stock
   under stock option plan                      -            (7)            -            28              -               21
                                       --------------------------------------------------------------------------------------

BALANCE - March 31, 2000                   $1,489        $4,229       $29,789         ($347)         ($774)         $34,386
                                       ======================================================================================
</TABLE>

<PAGE>
<TABLE>
                    FIRST BANKING CENTER, INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                              BURLINGTON, WISCONSIN
                      Q-T-D ending March 31, 2000 and 1999
                Increase (decrease) in Cash and Cash Equivalents
                             (Amounts in Thousands)
                                   (Unaudited)
<CAPTION>
                                                                                        3/31/00        3/31/99
<S>                                                                                     <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
    Net income                                                                           $1,073           $950
                                                                                  -----------------------------
Adjustments  to  reconcile   net  income  to  net  cash  provided  by  operating
  activities:
    Depreciation                                                                            216            221
    Provision for loan losses                                                                90             83
    Gain on sale of loans                                                                    (9)             0
    Gain on disposal of office building and equipment                                        (4)             0
    Amortization and accretion of bond
      premiums and discounts - net                                                           17            (27)
    Amortization of excess cost over equity in
      underlying net assets of subsidiary                                                    26             26
    Loss on sale of investment securities                                                     5              0
    (Increase)Decrease in other assets                                                      264           (433)
    Increase(Decrease) in accrued expenses and other liabilities                           (168)           382
                                                                                  -----------------------------
        TOTAL ADJUSTMENTS                                                                   437            252
                                                                                  -----------------------------
        NET CASH PROVIDED FROM OPERATING ACTIVITIES                                      $1,510         $1,202
                                                                                  -----------------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
    Net (increase)decrease in interest-bearing deposits                                     ($5)           $28
    Net decrease in federal funds sold                                                    4,242          4,065
    Activity in available for sale securities
       Proceeds from sales of available for sale securities                               8,436          2,500
       Proceeds from maturities of available for sale securities                          3,763         44,851
       Purchase of available for sale securities                                        (19,933)       (49,514)
    Proceeds from sale of loans                                                             464              0
    Net increase in loans                                                                (1,899)        (1,138)
    Purchase of office buildings and equipment                                             (464)          (288)
    Proceeds from disposal of office building and equipment                                   3              0
                                                                                  -----------------------------
        NET CASH PROVIDED BY(USED IN INVESTING ACTIVITIES)                              ($5,393)          $504
                                                                                  -----------------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
    Net decrease in deposits                                                            ($1,631)       ($6,395)
    Proceeds from other borrowings                                                        3,045           (940)
    Payments on other borrowings                                                         (3,045)             0
    Net decrease in securities sold under
      repurchase agreements                                                                (714)          (792)
    Proceeds from stock options exercised                                                     0             11
    Purchase of treasury stock                                                              (34)             0
    Proceeds from reissuance of treaury under
       stock option plan                                                                     21              0
                                                                                  -----------------------------
        NET CASH USED IN FINANCING ACTIVITIES                                            (2,358)       ($8,116)
                                                                                  -----------------------------
    Net decrease in Cash and Due From Banks                                              (6,241)        (6,410)

Cash and Due From Banks-Beginning of year                                                19,123         18,013
                                                                                  -----------------------------
    Cash and Due From Banks-End of Quarter                                              $12,882        $11,603
                                                                                  =============================
Supplemental  disclosures  of cash flow  information:  Cash paid during the year
    for:
    Interest                                                                             $3,572         $3,166
    Income taxes                                                                          ($119)          ($95)
</TABLE>
<PAGE>

                    FIRST BANKING CENTER, INC AND SUBSIDIARY
                              BURLINGTON, WISCONSIN
                    NOTE TO CONSOLIDATE FINANCIAL STATEMENTS
                              As of March 31, 2000


Note 1.  Basis of Presentation

In the opinion of Management,  the accompanying unaudited consolidated financial
statements  reflect  all  adjustments  which  are  necessary  to  present a fair
statement of the results for the interim periods.

The  accounting  policies  followed by the registrant are set forth in Note 1 to
the  registrant's  financial  statements in the 1999 First Banking Center,  Inc.
(the "Company")  annual report which is  incorporated  by reference  herein (see
exhibit A).

<PAGE>
Item 2. Management's  Discussion and Analysis of Financial Condition and Results
        of Operations

                    FIRST BANKING CENTER, INC AND SUBSIDIARY
                              BURLINGTON, WISCONSIN
                       MANAGEMENTS DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                              As of March 30, 2000


The following discussion provides additional analysis of the financial condition
and results of  operations of the Company for the  year-to-date  ended March 31,
2000.  This  discussion  focuses on the  significant  factors that  affected the
Company's  earnings so far in 2000,  with  comparisons  to 1999. As of March 31,
2000,  First Banking  Center (the "Bank") was the only direct  subsidiary of the
Company and its operations  contributed  nearly all of the revenue for the year.
The Company provides various support functions for the Bank and receives payment
from the Bank for these services.  These  inter-company  payments are eliminated
for the purpose of these  consolidated  financial  statements.  The Bank has two
wholly owned  subsidiaries,  FBC  Financial  Services,  Corp.,  a brokerage  and
financial  services  subsidiary,   and  FBC  Burlington,   Inc.,  an  investment
subsidiary located in Nevada.

Overview

As of March 31, 2000,  total Company assets were $390.5  million  decreasing .4%
from $392.1 million as of December 31, 1999. Total income for first quarter 2000
was $1.1  million or $0.73 per share,  increasing  12.9% from $950  thousand  or
$0.64 per share in first quarter 1999. The  significant  items  resulting in the
above-mentioned results are discussed below.

Balance sheet analysis

Loans

As of March 31, 2000,  loans  outstanding were $300.3 million for an increase of
$1.6  million or .5% from  December 31, 1999.  During this  three-month  period,
Residential Real Estate loans increased $6.8 million, and Commercial Real Estate
loans increased $3.18 million or 6.2% and 3.72% respectively. At March 31, 2000,
Construction and Land Development  loans were at $33.5 million or 11.1% of total
loans,  Residential  Real Estate loans were at $117.6  million or 39.2% of total
loans,  Commercial  loans  were at $28.8  million  or 9.6% of total  loans,  and
Commercial Real Estate loans were at $86.7 million or 28.9% of total loans.

Allowance for Loan Losses

The  allowance for possible loan losses was $3.8 million or 1.26% of gross loans
on March  31,  2000,  compared  with  $3.6  million  or 1.21% of gross  loans on
December 31, 1999. Net recoveries for the three-month  period were $123 thousand
or .03% of gross loans, compared to net charge-offs of $170 thousand or .057% of
gross loans for 1999. As of March 31, 2000, loans on non-accrual  status totaled
$784  thousand or .20% of gross loans  compared to $1.3 million or .44% of gross
loans on December 31, 1999. The non-accrual  loans  consisted  primarily of $628
thousand of  residential  real estate  loans.  On March 31,  2000,  the ratio of
non-accrual  loans to the allowance for loan losses was 20.7%  compared to 36.1%
on December 31, 1999.

The Bank  evaluates  the adequacy of the  allowance  for loan losses based on an
analysis of specific problem loans, as well as on an aggregate basis. Management
reviews a calculation of the allowance for loan losses on a quarterly  basis and
feels that the  allowance  for loan losses is adequate.  The  allowance for loan
loss is  maintained  at a level  management  considers  adequate  to provide for
potential  future  losses.  The level of the allowance is based on  management's
periodic and comprehensive evaluation of the loan portfolio, including past loan
loss experience;  current and projected economic trends; the volume,  growth and
composition of the loan portfolio,  and other relevant factors.  Management also
considers  reports  of  examinations  furnished  by State  and  Federal  banking
authorities in this regard.

During the first quarter 2000, $90 thousand was charged to current  earnings and
added to the allowance for loan losses.

Investments securities - Available for Sale

The securities available-for-sale portfolio increased $7.7 million or 14.0% from
December 31, 1999 to March 31, 2000.  The majority of the increase came from the
purchase of short-term  securities  and will be invested in  inter-company  loan
participations within 30 days.

Deposits and Borrowed Funds

As of March 31, 2000, total deposits were $304.5 million, which is a decrease of
$1.6 million or .53% from December 31, 1999.  Certificates of deposits increased
1.5 million or 1.3% to 115.4 million.  Money market savings and regular  savings
deposits  increased  $1.2  million or 1.0% to $116.6  million.  Demand  Deposits
decreased $1.5 million or 3.0% to $50.1 million. Securities sold under agreement
to  repurchase  decreased  $714 thousand or 3.4%.  Federal Home Loan  Borrowings
decreased $500 thousand or 1.8% since December 31, 1999.

Capital resources

During the first quarter 2000, the Company's stockholders' equity increased $969
thousand or 2.9%.  Net income of $1.1  million  was the primary  reasons for the
increase  in equity.  Unrealized  gain/loss  on  available  for sale  securities
decreased $91 thousand to a negative $774 thousand.

In December 1990,  the Federal  Reserve  Board's  risk-based  guidelines  became
effective.  Under these  guidelines  capital is measured  against the  Company's
subsidiary  bank's  risk-weighted  assets.  The Company's tier 1 capital (common
stockholders'  equity less goodwill) to risk-weighted  assets was 10.9% at March
31, 2000,  well above the 4% minimum  required.  Total capital to  risk-adjusted
assets was 12.2%, also well above the 8% minimum requirement. The leverage ratio
was at 8.7%  compared to the 4% minimum  requirement.  According to FDIC capital
guidelines, the Company is considered to be "well capitalized."

Asset/liability management

The principal  function of  asset/liability  management is to manage the balance
sheet mix,  maturities,  repricing  characteristics  and pricing  components  to
provide an adequate and stable net interest  margin with an acceptable  level of
risk over time and through interest rate cycles.

Interest-sensitive  assets  and  liabilities  are  those  that  are  subject  to
repricing   within  a  specific   relevant  time  horizon.   The  Bank  measures
interest-sensitive  assets and  liabilities,  and their  relationship  with each
other at terms of immediate, quarterly intervals up to 1 year, and over 1 year.

Changes in net interest income,  other than volume related,  arise when interest
rates on assets  reprice in a time frame or interest  rate  environment  that is
different  from the repricing  period for  liabilities.  Changes in net interest
income  also  arise  from  changes  in the mix of  interest  earning  assets and
interest-bearing liabilities.

The Bank's  strategy with respect to  asset/liability  management is to maximize
net  interest  income  while  limiting  its  exposure  to a  potential  downward
movement.  Strategy is implemented by the Bank's management,  which takes action
based upon its analysis of the Bank's  present  positioning,  its desired future
positioning,  economic  forecasts,  and its goals.  It is the  Bank's  desire to
maintain a cumulative GAP of positive or negative 15% of rate  sensitive  assets
at the 1 year time frame.  The current  percentage is negative 4% which compares
to negative 4% as of December 31, 1999.

Liquidity

The liquidity position of the Company is managed to ensure that sufficient funds
are  available  to meet  customers'  needs for loans  and  deposit  withdrawals.
Liquidity  to meet  demand is  provided  by  maintaining  marketable  investment
securities,  Federal  Funds  Sold,  as  well  as,  maintaining  a full  line  of
competitively priced deposit and short-term borrowing products. The Bank is also
a member of the Federal Home Loan Bank system,  which  provides the Company with
an additional source of liquidity. The Bank is authorized to borrow up to 60% of
the book value of its 1-4 family  real  estate  mortgages  secured by a security
agreement  pledging the Bank's 1-4 family real estate  mortgages with a carrying
value of $117.6 million.  During this three-month  period of March 31, 2000, the
Company's loan to deposit ratio increased from 96% to 97%. This increase was due
to an increase in loans of $1.6  million or .5% while  deposits  decreased  $1.6
million or .53%.  The  additional  funding for the increase in loans came from a
decrease in cash.

While liquidity within the banking industry  continues to tighten  management is
unaware of any recommendations by regulatory  authorities,  known trends, events
or uncertainties that will have or that are reasonably likely to have a material
effect on the Company's liquidity, capital resources, or operations.

Results of operations

Net Interest Income

Net interest income is the difference  between interest income and fees on loans
and interest expense,  and is the largest  contributing factor to net income for
the  Company.  All  discussions  of rate are on a  tax-equivalent  basis,  which
accounts for income earned on  securities  that are not fully subject to federal
taxes.  Net interest income for first quarter 2000 was $3.7 million,  increasing
5.1% over the 1999 level of $3.6 million. Net interest income as a percentage of
average  earning  assets was 4.72% for first quarter 2000 versus 4.93% for first
quarter 1999.

Total  interest  income  increased  $572  thousand  as  average  earning  assets
increased  from $338.8 million to $364.2 million or 7.5%. The yields on interest
earning asset increased from 8.15% to 8.22%.

The  increase  in  interest  income in 2000 is due  primarily  to an increase in
interest and fees on loans. Interest and fees on loans increased to $6.4 million
or 12.2%  from  $5.7.  The  increase  in loan  income  was the result of a $38.3
million or 14.6% increase in average balances outstanding.

Total interest  expense  increased  $384  thousand.  This increase was due to an
increase in average  interest  bearing deposits of $19.5 million or 8.29% and an
increase in average Federal Home Loan  Borrowings of $5.9 million or 27.2%.  The
cost of all interest bearing liabilities increased from 3.82% to 4.20%.

Provision for loan losses

The Bank has established the allowance for loan losses to reduce the gross level
of loans outstanding by an estimate of uncollectible  loans. As loans are deemed
uncollectible,  they are charged  against the  allowance.  A provision  for loan
losses is expensed  against  current income on a monthly  basis.  This provision
acts to replenish the allowance for loan losses to accommodate  charge-offs  and
growth in the loan portfolio,  thereby  maintaining the allowance at an adequate
level.

During first  quarter  2000,  $90  thousand was charged to current  earnings and
added to the allowance for loan losses.

Non-interest income

Non-interest  income,  during the period  ended March 31,  2000,  increased  $84
thousand or 13.9% from first  quarter  1999.  This  increase is due primarily to
increased income from service charges on deposit  accounts,  which increased $38
thousand or 13.8%,  Trust  Department  income  which  increased  $10 thousand or
11.11%,  and income from the Company's ATM and Visa network which  increased $12
thousand or 11.5%.

Non-interest expense

Non-interest expense,  during first quarter 2000, increased from $2.8 million to
$3.0  million an  increase  of $172  thousand  or 6.1%.  Salaries  and  benefits
increased  $93 thousand or 6.0%,  equipment  expense  increased  $36 thousand or
12.8%,  data  processing  services  increased  $26 thousand or 20.3%,  occupancy
expense  decreased  $5  thousand or 2.2%,  and  stationary  and office  supplies
increased $3 thousand or 4.3%.

<PAGE>

Part II-OTHER INFORMATION
Item 1.  Legal Proceedings

             None

Item 2.  Changes in Securities

             None

Item 3.  Defaults upon Senior Securities

             None

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

             None

Item 5.  Other Information

             None

Item 6.  Exhibits and Reports on Form 8-K

             None

Exhibit A:
                    FIRST BANKING CENTER, INC. AND SUBSIDIARY
                              BURLINGTON, WISCONSIN
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                          DECEMBER 31, 1999,1998, 1997

NOTE 1     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
--------------------------------------------------------------------------------

A.       CONSOLIDATION

The consolidated  financial statements of First Banking Center, Inc. include the
accounts of its wholly owned  subsidiary,  First Banking  Center.  First Banking
Center includes the accounts of its wholly owned  subsidiaries,  FBC-Burlington,
Inc. and FBC Financial Services Corp. The consolidated financial statements have
been prepared in conformity with generally  accepted  accounting  principles and
conform to  general  practices  within the  banking  industry.  All  significant
intercompany  accounts and transactions have been eliminated in the consolidated
financial statements.

B.       NATURE OF BANKING ACTIVITIES

The  consolidated  income of First Banking Center,  Inc. is principally from the
income of its wholly owned subsidiary.  The subsidiary Bank grants agribusiness,
commercial,  residential and consumer loans, accepts deposits and provides trust
services to customers primarily in southeastern and south central Wisconsin. The
subsidiary Bank is subject to competition from other financial  institutions and
nonfinancial institutions providing financial products. Additionally the Company
and the subsidiary  Bank are subject to the  regulations  of certain  regulatory
agencies and undergo periodic examination by those regulatory agencies.

C.       USE OF ESTIMATES

In preparing  consolidated  financial  statements in conformity  with  generally
accepted  accounting  principles,  management is required to make  estimates and
assumptions that affect the reported amounts of assets and liabilities as of the
date of the balance sheet and reported  amounts of revenues and expenses  during
the reporting period. Actual results could differ from those estimates. Material
estimates that are  particularly  susceptible to significant  change in the near
term relate to the  determination  of the  allowance  for loan  losses,  and the
valuation of foreclosed real estate and deferred tax assets.

D.       CASH AND CASH EQUIVALENTS

For purposes of reporting cash flows,  cash and cash  equivalents are defined as
those amounts included in the balance sheet caption "cash and due from banks."

The subsidiary Bank maintains amounts due from banks which, at times, may exceed
federally insured limits.  The subsidiary Bank has not experienced any losses in
such accounts.

E.       AVAILABLE FOR SALE SECURITIES

Securities  classified as available for sale are those debt  securities that the
subsidiary  Bank  intends  to hold for an  indefinite  period  of time,  but not
necessarily to maturity. Any decision to sell a security classified as available
for sale would be based on various factors,  including  significant movements in
interest rates,  changes in the maturity mix of the subsidiary Bank's assets and
liabilities,  liquidity  needs,  regulatory  capital  consideration,  and  other
similar factors. Securities classified as available for sale are carried at fair
value.  Unrealized  gains or losses are  reported as  increases  or decreases in
comprehensive income, net of the related deferred tax effect.  Realized gains or
losses,  determined on the basis of the cost of specific  securities  sold,  are
included in earnings.

F.       LOANS

Loans that  management  has the intent and  ability to hold for the  foreseeable
future  or until  maturity  or  payoff  are  reported  at the  amount  of unpaid
principal,  reduced by the allowance for loan losses. Interest income is accrued
on the unpaid  principal  balance.  The accrual of  interest  income on impaired
loans is  discontinued  when, in the opinion of management,  there is reasonable
doubt as to the borrower's ability to meet payment of interest or principal when
they become due.  When  interest  accrual is  discontinued,  all unpaid  accrued
interest is reversed.  Cash  collections  on impaired  loans are credited to the
loan  receivable  balance and no interest  income is  recognized  on those loans
until the principal balance is current. Accrual of interest is generally resumed
when the customer is current on all principal and interest payments and has been
paying on a timely basis for a period of time.

G.       MORTGAGE LOANS HELD FOR SALE

Mortgage  loans  originated  and intended for sale in the  secondary  market are
carried at the lower of cost or  estimated  market value in the  aggregate.  Net
unrealized  losses are  recognized  through a valuation  allowance by charges to
income. All sales are made without recourse.

H.       ALLOWANCE FOR LOAN LOSSES

The allowance for loan losses is established through a provision for loan losses
charged to expense. Loans are charged against the allowance for loan losses when
management  believes that the  collectibility of the principal is unlikely.  The
allowance for loan losses is adequate to cover probable  credit losses  relating
to specifically  identified loans, as well as probable credit losses inherent in
the balance of the loan portfolio. In accordance with FASB Statements 5 and 114,
the  allowance is provided for losses that have been  incurred as of the balance
sheet  date.  The  allowance  is  based  on past  events  and  current  economic
conditions,  and does not include  the  effects of  expected  losses on specific
loans or groups of loans that are related to future  events or expected  changes
in economic conditions.  While management uses the best information available to
make its  evaluation,  future  adjustments  to the allowance may be necessary if
there  are  significant  changes  in  economic  conditions.  Impaired  loans are
measured based on the present value of expected future cash flows  discounted at
the loan's effective interest rate or, as a practical  expedient,  at the loan's
observable  market  price or the fair  value  of the  collateral  if the loan is
collateral  dependent.  A loan is impaired when it is probable the creditor will
be unable to collect all  contractual  principal  and  interest  payments due in
accordance with the terms of the loan agreement.

In addition,  various regulatory agencies  periodically review the allowance for
loan  losses.  These  agencies  may  require the bank to make  additions  to the
allowance for loan losses based on their  judgments of  collectibility  based on
information available to them at the time of their examination.

I.       OFFICE BUILDINGS AND EQUIPMENT

Depreciable assets are stated at cost less accumulated depreciation.  Provisions
for depreciation are computed on straight-line and accelerated  methods over the
estimated  useful  lives of the  assets,  which  range  from 15 to 50 years  for
buildings and 2 to 12 years for equipment.

J.       PROFIT-SHARING PLAN

The Company has established a trusteed  contributory 401(k)  profit-sharing plan
for  qualified  employees.  The  Company's  policy is to fund  contributions  as
accrued.

K.       OTHER REAL ESTATE OWNED

Other real estate owned, acquired through partial or total satisfaction of loans
is carried at the lower of cost or fair value less cost to sell.  At the date of
acquisition  losses are charged to the  allowance  for loan losses.  Revenue and
expenses from operations and changes in the valuation  allowance are included in
loss on foreclosed real estate.

L.       INCOME TAXES

The  Company  files a  consolidated  federal  income tax  return and  individual
subsidiary state income tax returns. Accordingly,  amounts equal to tax benefits
of those  companies  having taxable  federal losses or credits are reimbursed by
the other companies that incur federal tax liabilities.

Amounts  provided  for  income  tax  expense  are based on income  reported  for
financial statement purposes and do not necessarily  represent amounts currently
payable under tax laws.  Deferred income tax assets and liabilities are computed
annually for differences between the financial statement and tax bases of assets
and liabilities that will result in taxable or deductible  amounts in the future
based on  enacted  tax laws and rates  applicable  to the  periods  in which the
differences  are expected to affect  taxable  income.  As changes in tax laws or
rates are enacted,  deferred tax assets and liabilities are adjusted through the
provision for income taxes.  The differences  relate  principally to the reserve
for loan losses,  nonaccrual loan income, deferred compensation,  pension, fixed
assets  and  unrealized  gains and  losses  on  available  for sale  securities.
Valuation  allowances  are  established  when  necessary to reduce  deferred tax
assets to the amount expected to be realized.

M.       OFF-BALANCE-SHEET FINANCIAL INSTRUMENTS

In the  ordinary  course  of  business  the  subsidiary  Bank has  entered  into
off-balance-sheet  financial  instruments  consisting of  commitments  to extend
credit, commitments under credit card arrangements, commercial letters of credit
and standby  letters of credit.  Such financial  instruments are recorded in the
financial  statements  when they are  funded or  related  fees are  incurred  or
received.

N.       TRUST ASSETS AND FEES

Property held for customers in fiduciary or agency capacities is not included in
the accompanying  balance sheet, since such items are not assets of the Company.
In accordance  with  established  industry  practice,  income from trust fees is
reported on the cash basis.  Reporting  of trust fees on an accrual  basis would
have no material effect on reported income.

O.       EARNINGS PER SHARE

Earnings per share are computed based upon the weighted average number of common
shares  outstanding during each year. In the computation of diluted earnings per
share,  all dilutive  stock options are assumed to be exercised at the beginning
of each year and the  proceeds  are used to  purchase  shares  of the  Company's
common stock at the average market price during the year.

P.       FAIR VALUE OF FINANCIAL INSTRUMENTS

Financial Accounting Standards Board Statement No. 107,  "Disclosures About Fair
Value of Financial  Instruments",  requires disclosure of fair value information
about financial instruments, whether or not recognized in the balance sheet, for
which it is  practicable  to estimate  that value.  In cases where quoted market
prices are not available, fair values are based on estimates using present value
or other valuation  techniques.  Those techniques are significantly  affected by
the assumptions  used,  including the discount rate and estimates of future cash
flows. In that regard,  the derived fair value estimates cannot be substantiated
by comparison to independent  markets and, in many cases,  could not be realized
in immediate  settlement of the instrument.  Statement No. 107 excludes  certain
financial  instruments  from  its  disclosure  requirements.   Accordingly,  the
aggregate fair value amounts  presented do not represent the underlying value of
the Company.

The following methods and assumptions were used by the Company in estimating the
fair value of its financial instruments:

          Carrying Amounts Approximate Fair Values for the Following Instruments

                Cash and due from  banks  Federal  funds  sold  Interest-bearing
                deposits in banks Available for sale securities Accrued interest
                receivable
                Variable rate loans that reprice frequently where no significant
                      change in credit risk has occurred
                Demand deposits
                Variable rate money market accounts
                Variable rate certificates of deposit
                Accrued interest payable
                U.S. Treasury Note account

           Discounted Cash Flows

           Using interest  rates  currently  being offered on  instruments  with
           similar terms and with similar credit quality:

                All loans except  variable rate loans described above Fixed rate
                certificates of deposit Other borrowings

P.       FAIR VALUE OF FINANCIAL INSTRUMENTS (CONTINUED)

           Quoted fees currently being charged for similar instruments

           Taking into account the  remaining  terms of the  agreements  and the
           counterparties' credit standing:

                Off-balance-sheet instruments

                    Guarantees
                    Letters of credit
                    Lending commitments

Since the majority of the  Company's  off-balance-sheet  instruments  consist of
nonfee-producing,  variable rate commitments, the Company had determined it does
not have a distinguishable fair value.

Q.       RECLASSIFICATION

Certain 1997 and 1998 amounts  have been  reclassified  to conform with the 1999
presentation.  The  reclassifications  have no effect on reported amounts of net
income or equity.

<PAGE>
                   FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                              BURLINGTON, WISCONSIN

                                   SIGNATURES




     Pursuant to the  requirement  of the  Securities  Exchange Act of 1943, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.














                           First Banking Center, Inc.





May 12, 2000
                                          --------------------------------------
Date                                      Brantly Chappell
                                          Chief Executive Officer






May 12, 2000
                                          --------------------------------------
Date                                      James Schuster
                                          Chief Financial Officer
[{"type": "10-Q", "sequence": "1", "description": "10Q FOR THE PERIOD ENDED MARCH 31, 2000", "secsgml_size_bytes": 50627}]
{"company-data": {"conformed-name": "FIRST BANKING CENTER INC", "cik": "0000356858", "assigned-sic": "6022", "irs-number": "391391327", "state-of-incorporation": "WI", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "10-Q", "act": "34", "file-number": "000-11132", "film-number": "636307"}, "business-address": {"street1": "400 MILWAUKEE AVE", "street2": "P O BOX 660", "city": "BURLINGTON", "state": "WI", "zip": "53105", "phone": "4147633581"}, "mail-address": {"street1": "567 BROAD ST", "street2": "PO BOX 970", "city": "LAKE GENEVA", "state": "WI", "zip": "53147"}, "former-company": {"former-conformed-name": "FIRST COMMUNITY BANK GROUP INC", "date-changed": "19850312"}}
UNITED STATES

                        SECURITIES AND EXCAHGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-Q

[ X ]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
                       OF THE SECURITIES EXCAHNGE ACT 1934

For the quarterly period ended March 31, 2000

OR

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

Commission File Number 0-11132

                           FIRST BANKING CENTER, INC.
             (Exact name of registrant as specified in its charter)

                              Wisconsin 39-1391327
                          (State or other jurisdiction
                                   of (I.R.S.
                                    Employer
                            incorporation or organization)
                              Identification No.)

                    400 Milwaukee Ave., Burlington, WI 53105
               (Address of principal executive offices) (Zip Code)

                                 (262) 763-3581
              (Registrant's telephone number, including area code)

       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 [   ]

       Indicate the number of shares outstanding of each of the issuer's classes
of common stock,  as of the latest  practicable  date.  Common stock,  $1.00 par
value, 1,479,428 shares outstanding.
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements

                    FIRST BANKING CENTER, INC. AND SUBSIDIARY
                              BURLINGTON, WISCONSIN
                           CONSOLIDATED BALANCE SHEET
                                 March 31, 2000
                                       vs
                                December 31, 1999
                             (Dollars in thousands)
ASSETS                                                                                3/31/00       12/31/99
                                                                                    (Unaudited)    (Audited)
Cash and due from banks                                                               $12,882        $19,123
  Federal funds sold                                                                          0          4,242
  Interest bearing deposits in banks                                                         45             40
  Available for sale securities - stated at fair value                                   62,646         54,952
  Loans, less allowance for loan losses of $3,794 and
    $3,581 in 2000 and 1999 respectively                                                296,497        295,143
  Office buildings and equipment, net                                                     9,678          9,429
  Other assets                                                                            8,797          9,160
                                                                                  -----------------------------

      TOTAL ASSETS                                                                     $390,545       $392,089
                                                                                  =============================

LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
  Deposits
    Demand                                                                              $50,058        $51,610
    Savings and NOW accounts                                                            139,140        140,612
    Time                                                                                115,315        113,922
                                                                                  -----------------------------
      Total Deposits                                                                    304,513        306,144
  Securities sold under repurchase agreements                                            20,417         21,131
  U S Treasury note account                                                                 100            100
  Other borrowings                                                                       27,768         27,768
  Other liabilities                                                                       3,361          3,529
                                                                                  -----------------------------

      TOTAL LIABILITIES                                                                $356,159       $358,672
                                                                                  -----------------------------

STOCKHOLDERS' EQUITY
  Common Stock,  $1.00 par value  3,000,000  shares  authorized;  1,489,380  and
    1,489,380 shares issued as of March 31, 2000
    and December 31, 1999 resceptively                                                   $1,489         $1,489
  Surplus                                                                                 4,229          4,236
  Retained Earnings                                                                      29,789         28,717
                                                                                  -----------------------------
                                                                                         35,507         34,442
  Common stock in treasury, at cost-9,952 and 9,822 shares
   for March 31, 2000 and December 31, 1999, respectively                                 ($347)         ($342)
  Accumulated other comprehensive loss                                                     (774)          (683)
                                                                                  -----------------------------

      TOTAL STOCKHOLDERS' EQUITY                                                        $34,386        $33,417
                                                                                  -----------------------------

      TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                       $390,545       $392,089
                                                                                  =============================
FIRST BANKING CENTER, INC. AND SUBSIDIARY
                              BURLINGTON, WISCONSIN
                        CONSOLIDATED STATEMENT OF INCOME
                          as of March 31, 2000 and 1999
                  (Dollars in thousands, except per share data)
                                   (Unaudited)
Quarter-to-Date                 Year-to-Date

                                                        3/31/00        3/31/99       3/31/00       3/31/99
INTEREST INCOME
  Interest and fees on loans                                 $6,411        $5,715        $6,411         $5,715
  Interest on securities
    Taxable                                                     511           659           511            659
    Tax-exempt                                                  321           296           321            296
  Interest on federal funds sold                                 40            41            40             41
  Interest on deposits in banks                                   1             1             1              1
                                                    -----------------------------------------------------------
      TOTAL INTEREST INCOME                                   7,284         6,712         7,284          6,712
                                                    -----------------------------------------------------------

INTEREST EXPENSE
  Interest on deposits                                        2,797         2,435         2,797          2,435
  Interest on fed funds purchased and securities
    sold under reprchase agreements                             261           338           261            338
  Interest on U.S. Treasury Note Account                          0             1             0              1
  Interest on other borrowings                                  392           292           392            292
                                                    -----------------------------------------------------------
      TOTAL INTEREST EXPENSE                                  3,450         3,066         3,450          3,066
                                                    -----------------------------------------------------------
      NET INTEREST INCOME BEFORE PROVISION FOR
         LOAN LOSSES                                          3,834         3,646         3,834          3,646
  Provision for loan losses                                      90            83            90             83
                                                    -----------------------------------------------------------
      NET INTEREST INCOME AFTER PROVISION FOR
        LOAN LOSSES                                           3,744         3,563         3,744          3,563
                                                    -----------------------------------------------------------

NONINTEREST INCOME
  Trust department income                                       100            90           100             90
  Service charges on deposit accounts                           313           275           313            275
  Investment securities gains (losses)                           (5)            0            (5)             0
  Other income                                                  282           241           282            241
                                                    -----------------------------------------------------------
      TOTAL NONINTEREST INCOME                                  690           606           690            606
                                                    -----------------------------------------------------------

NONINTEREST EXPENSE
  Salary and employee benefits                                1,656         1,563         1,656          1,563
  Occupancy expenses                                            218           223           218            223
  Equipment expenses                                            317           281           317            281
  Data Processing services                                      154           128           154            128
  Other expenses                                                631           609           631            609
                                                    -----------------------------------------------------------
      TOTAL NONINTEREST EXPENSE                               2,976         2,804         2,976          2,804
                                                    -----------------------------------------------------------

      INCOME BEFORE INCOME TAXES                              1,458         1,365         1,458          1,365
  Income taxes                                                  385           415           385            415
                                                    -----------------------------------------------------------
      NET INCOME                                             $1,073          $950        $1,073           $950
                                                    ===========================================================

        Basic earnings per share                              $0.73         $0.64         $0.73          $0.64
        Diluted earnings per share                            $0.69         $0.61         $0.69          $0.61
        Weighted average shares outstanding                   1,479         1,489         1,479          1,489
FIRST BANKING CENTER, INC. AND SUBSIDIARY
                              BURLINGTON, WISCONSIN
                        CONSOLIDATED STATEMENT OF CHANGES
                      IN COMPONENTS OF STOCKHOLDERS' EQUITY
                              As of March 31, 2000
                    (Dollars in thousands, except for shares)
                                   (Unaudited)
Accumulated
                                                                                                   other
                                          Common                      Retained        Treasury     comprehensive
                                          Stock         Surplus       Earnings        Stock        income(loss)    Total
                                       --------------------------------------------------------------------------------------
BALANCE - December 31, 1998                $1,489        $4,312        $25,431           $0           $663          $31,895
 Comprehensive income:
  Net income - 1999                             -             -            950            -              -              950
  Change in net unrealized gain(loss)
   on securities available for sale             -             -              -            -           (274)            (274)
  Reclassification adjustment for gains
   (losses) realized in net income              -             -              -            -              -                -
          (167)
  Income tax effect                             -             -              -            -            107              107
                                                                                                               --------------
        Total comprehensive income                                                                                      783
                                                                                                               --------------
  Purchased no shares of treasury stock         -             -              -            -              -                -
  Cash dividend paid-$0.00 per share            -             -              -            -              -                -
  Issued of 525 shares of stock under
   stock option plan                            -            11              -            -              -               11
                                       --------------------------------------------------------------------------------------

BALANCE - March 31, 1999                   $1,489        $4,323        $26,381           $0           $496          $32,689
                                       ======================================================================================

BALANCE - December 31, 1999                $1,489        $4,236        $28,717        ($342)         ($683)         $33,417
 Comprehensive income:
  Net income - 2000                             -             -          1,073            -              -            1,073
  Change in net unrealized gain(loss)
   on securities available for sale             -             -             -             -           (144)            (144)
  Reclassification adjustment for gains
   (losses) realized in net income              -             -             -             -             (5)              (5)
  Income tax effect                             -             -             -             -             58               58
                                                                                                               --------------
        Total comprehensive income                                                                                      982
                                                                                                               --------------
  Purchased of 980 shares of treasury stock     -             -             -           (34)             -              (34)
  Cash dividend paid-$0.00 per share            -             -             -             -              -                -
  Reissuance of 850 shares of treasury stock
   under stock option plan                      -            (7)            -            28              -               21
                                       --------------------------------------------------------------------------------------

BALANCE - March 31, 2000                   $1,489        $4,229       $29,789         ($347)         ($774)         $34,386
                                       ======================================================================================
FIRST BANKING CENTER, INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                              BURLINGTON, WISCONSIN
                      Q-T-D ending March 31, 2000 and 1999
                Increase (decrease) in Cash and Cash Equivalents
                             (Amounts in Thousands)
                                   (Unaudited)
3/31/00        3/31/99
CASH FLOWS FROM OPERATING ACTIVITIES:
    Net income                                                                           $1,073           $950
                                                                                  -----------------------------
Adjustments  to  reconcile   net  income  to  net  cash  provided  by  operating
  activities:
    Depreciation                                                                            216            221
    Provision for loan losses                                                                90             83
    Gain on sale of loans                                                                    (9)             0
    Gain on disposal of office building and equipment                                        (4)             0
    Amortization and accretion of bond
      premiums and discounts - net                                                           17            (27)
    Amortization of excess cost over equity in
      underlying net assets of subsidiary                                                    26             26
    Loss on sale of investment securities                                                     5              0
    (Increase)Decrease in other assets                                                      264           (433)
    Increase(Decrease) in accrued expenses and other liabilities                           (168)           382
                                                                                  -----------------------------
        TOTAL ADJUSTMENTS                                                                   437            252
                                                                                  -----------------------------
        NET CASH PROVIDED FROM OPERATING ACTIVITIES                                      $1,510         $1,202
                                                                                  -----------------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
    Net (increase)decrease in interest-bearing deposits                                     ($5)           $28
    Net decrease in federal funds sold                                                    4,242          4,065
    Activity in available for sale securities
       Proceeds from sales of available for sale securities                               8,436          2,500
       Proceeds from maturities of available for sale securities                          3,763         44,851
       Purchase of available for sale securities                                        (19,933)       (49,514)
    Proceeds from sale of loans                                                             464              0
    Net increase in loans                                                                (1,899)        (1,138)
    Purchase of office buildings and equipment                                             (464)          (288)
    Proceeds from disposal of office building and equipment                                   3              0
                                                                                  -----------------------------
        NET CASH PROVIDED BY(USED IN INVESTING ACTIVITIES)                              ($5,393)          $504
                                                                                  -----------------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
    Net decrease in deposits                                                            ($1,631)       ($6,395)
    Proceeds from other borrowings                                                        3,045           (940)
    Payments on other borrowings                                                         (3,045)             0
    Net decrease in securities sold under
      repurchase agreements                                                                (714)          (792)
    Proceeds from stock options exercised                                                     0             11
    Purchase of treasury stock                                                              (34)             0
    Proceeds from reissuance of treaury under
       stock option plan                                                                     21              0
                                                                                  -----------------------------
        NET CASH USED IN FINANCING ACTIVITIES                                            (2,358)       ($8,116)
                                                                                  -----------------------------
    Net decrease in Cash and Due From Banks                                              (6,241)        (6,410)

Cash and Due From Banks-Beginning of year                                                19,123         18,013
                                                                                  -----------------------------
    Cash and Due From Banks-End of Quarter                                              $12,882        $11,603
                                                                                  =============================
Supplemental  disclosures  of cash flow  information:  Cash paid during the year
    for:
    Interest                                                                             $3,572         $3,166
    Income taxes                                                                          ($119)          ($95)
FIRST BANKING CENTER, INC AND SUBSIDIARY
                              BURLINGTON, WISCONSIN
                    NOTE TO CONSOLIDATE FINANCIAL STATEMENTS
                              As of March 31, 2000

Note 1.  Basis of Presentation

In the opinion of Management,  the accompanying unaudited consolidated financial
statements  reflect  all  adjustments  which  are  necessary  to  present a fair
statement of the results for the interim periods.

The  accounting  policies  followed by the registrant are set forth in Note 1 to
the  registrant's  financial  statements in the 1999 First Banking Center,  Inc.
(the "Company")  annual report which is  incorporated  by reference  herein (see
exhibit A).
Item 2. Management's  Discussion and Analysis of Financial Condition and Results
        of Operations

                    FIRST BANKING CENTER, INC AND SUBSIDIARY
                              BURLINGTON, WISCONSIN
                       MANAGEMENTS DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                              As of March 30, 2000

The following discussion provides additional analysis of the financial condition
and results of  operations of the Company for the  year-to-date  ended March 31,
2000.  This  discussion  focuses on the  significant  factors that  affected the
Company's  earnings so far in 2000,  with  comparisons  to 1999. As of March 31,
2000,  First Banking  Center (the "Bank") was the only direct  subsidiary of the
Company and its operations  contributed  nearly all of the revenue for the year.
The Company provides various support functions for the Bank and receives payment
from the Bank for these services.  These  inter-company  payments are eliminated
for the purpose of these  consolidated  financial  statements.  The Bank has two
wholly owned  subsidiaries,  FBC  Financial  Services,  Corp.,  a brokerage  and
financial  services  subsidiary,   and  FBC  Burlington,   Inc.,  an  investment
subsidiary located in Nevada.

Overview

As of March 31, 2000,  total Company assets were $390.5  million  decreasing .4%
from $392.1 million as of December 31, 1999. Total income for first quarter 2000
was $1.1  million or $0.73 per share,  increasing  12.9% from $950  thousand  or
$0.64 per share in first quarter 1999. The  significant  items  resulting in the
above-mentioned results are discussed below.

Balance sheet analysis

Loans

As of March 31, 2000,  loans  outstanding were $300.3 million for an increase of
$1.6  million or .5% from  December 31, 1999.  During this  three-month  period,
Residential Real Estate loans increased $6.8 million, and Commercial Real Estate
loans increased $3.18 million or 6.2% and 3.72% respectively. At March 31, 2000,
Construction and Land Development  loans were at $33.5 million or 11.1% of total
loans,  Residential  Real Estate loans were at $117.6  million or 39.2% of total
loans,  Commercial  loans  were at $28.8  million  or 9.6% of total  loans,  and
Commercial Real Estate loans were at $86.7 million or 28.9% of total loans.

Allowance for Loan Losses

The  allowance for possible loan losses was $3.8 million or 1.26% of gross loans
on March  31,  2000,  compared  with  $3.6  million  or 1.21% of gross  loans on
December 31, 1999. Net recoveries for the three-month  period were $123 thousand
or .03% of gross loans, compared to net charge-offs of $170 thousand or .057% of
gross loans for 1999. As of March 31, 2000, loans on non-accrual  status totaled
$784  thousand or .20% of gross loans  compared to $1.3 million or .44% of gross
loans on December 31, 1999. The non-accrual  loans  consisted  primarily of $628
thousand of  residential  real estate  loans.  On March 31,  2000,  the ratio of
non-accrual  loans to the allowance for loan losses was 20.7%  compared to 36.1%
on December 31, 1999.

The Bank  evaluates  the adequacy of the  allowance  for loan losses based on an
analysis of specific problem loans, as well as on an aggregate basis. Management
reviews a calculation of the allowance for loan losses on a quarterly  basis and
feels that the  allowance  for loan losses is adequate.  The  allowance for loan
loss is  maintained  at a level  management  considers  adequate  to provide for
potential  future  losses.  The level of the allowance is based on  management's
periodic and comprehensive evaluation of the loan portfolio, including past loan
loss experience;  current and projected economic trends; the volume,  growth and
composition of the loan portfolio,  and other relevant factors.  Management also
considers  reports  of  examinations  furnished  by State  and  Federal  banking
authorities in this regard.

During the first quarter 2000, $90 thousand was charged to current  earnings and
added to the allowance for loan losses.

Investments securities - Available for Sale

The securities available-for-sale portfolio increased $7.7 million or 14.0% from
December 31, 1999 to March 31, 2000.  The majority of the increase came from the
purchase of short-term  securities  and will be invested in  inter-company  loan
participations within 30 days.

Deposits and Borrowed Funds

As of March 31, 2000, total deposits were $304.5 million, which is a decrease of
$1.6 million or .53% from December 31, 1999.  Certificates of deposits increased
1.5 million or 1.3% to 115.4 million.  Money market savings and regular  savings
deposits  increased  $1.2  million or 1.0% to $116.6  million.  Demand  Deposits
decreased $1.5 million or 3.0% to $50.1 million. Securities sold under agreement
to  repurchase  decreased  $714 thousand or 3.4%.  Federal Home Loan  Borrowings
decreased $500 thousand or 1.8% since December 31, 1999.

Capital resources

During the first quarter 2000, the Company's stockholders' equity increased $969
thousand or 2.9%.  Net income of $1.1  million  was the primary  reasons for the
increase  in equity.  Unrealized  gain/loss  on  available  for sale  securities
decreased $91 thousand to a negative $774 thousand.

In December 1990,  the Federal  Reserve  Board's  risk-based  guidelines  became
effective.  Under these  guidelines  capital is measured  against the  Company's
subsidiary  bank's  risk-weighted  assets.  The Company's tier 1 capital (common
stockholders'  equity less goodwill) to risk-weighted  assets was 10.9% at March
31, 2000,  well above the 4% minimum  required.  Total capital to  risk-adjusted
assets was 12.2%, also well above the 8% minimum requirement. The leverage ratio
was at 8.7%  compared to the 4% minimum  requirement.  According to FDIC capital
guidelines, the Company is considered to be "well capitalized."

Asset/liability management

The principal  function of  asset/liability  management is to manage the balance
sheet mix,  maturities,  repricing  characteristics  and pricing  components  to
provide an adequate and stable net interest  margin with an acceptable  level of
risk over time and through interest rate cycles.

Interest-sensitive  assets  and  liabilities  are  those  that  are  subject  to
repricing   within  a  specific   relevant  time  horizon.   The  Bank  measures
interest-sensitive  assets and  liabilities,  and their  relationship  with each
other at terms of immediate, quarterly intervals up to 1 year, and over 1 year.

Changes in net interest income,  other than volume related,  arise when interest
rates on assets  reprice in a time frame or interest  rate  environment  that is
different  from the repricing  period for  liabilities.  Changes in net interest
income  also  arise  from  changes  in the mix of  interest  earning  assets and
interest-bearing liabilities.

The Bank's  strategy with respect to  asset/liability  management is to maximize
net  interest  income  while  limiting  its  exposure  to a  potential  downward
movement.  Strategy is implemented by the Bank's management,  which takes action
based upon its analysis of the Bank's  present  positioning,  its desired future
positioning,  economic  forecasts,  and its goals.  It is the  Bank's  desire to
maintain a cumulative GAP of positive or negative 15% of rate  sensitive  assets
at the 1 year time frame.  The current  percentage is negative 4% which compares
to negative 4% as of December 31, 1999.

Liquidity

The liquidity position of the Company is managed to ensure that sufficient funds
are  available  to meet  customers'  needs for loans  and  deposit  withdrawals.
Liquidity  to meet  demand is  provided  by  maintaining  marketable  investment
securities,  Federal  Funds  Sold,  as  well  as,  maintaining  a full  line  of
competitively priced deposit and short-term borrowing products. The Bank is also
a member of the Federal Home Loan Bank system,  which  provides the Company with
an additional source of liquidity. The Bank is authorized to borrow up to 60% of
the book value of its 1-4 family  real  estate  mortgages  secured by a security
agreement  pledging the Bank's 1-4 family real estate  mortgages with a carrying
value of $117.6 million.  During this three-month  period of March 31, 2000, the
Company's loan to deposit ratio increased from 96% to 97%. This increase was due
to an increase in loans of $1.6  million or .5% while  deposits  decreased  $1.6
million or .53%.  The  additional  funding for the increase in loans came from a
decrease in cash.

While liquidity within the banking industry  continues to tighten  management is
unaware of any recommendations by regulatory  authorities,  known trends, events
or uncertainties that will have or that are reasonably likely to have a material
effect on the Company's liquidity, capital resources, or operations.

Results of operations

Net Interest Income

Net interest income is the difference  between interest income and fees on loans
and interest expense,  and is the largest  contributing factor to net income for
the  Company.  All  discussions  of rate are on a  tax-equivalent  basis,  which
accounts for income earned on  securities  that are not fully subject to federal
taxes.  Net interest income for first quarter 2000 was $3.7 million,  increasing
5.1% over the 1999 level of $3.6 million. Net interest income as a percentage of
average  earning  assets was 4.72% for first quarter 2000 versus 4.93% for first
quarter 1999.

Total  interest  income  increased  $572  thousand  as  average  earning  assets
increased  from $338.8 million to $364.2 million or 7.5%. The yields on interest
earning asset increased from 8.15% to 8.22%.

The  increase  in  interest  income in 2000 is due  primarily  to an increase in
interest and fees on loans. Interest and fees on loans increased to $6.4 million
or 12.2%  from  $5.7.  The  increase  in loan  income  was the result of a $38.3
million or 14.6% increase in average balances outstanding.

Total interest  expense  increased  $384  thousand.  This increase was due to an
increase in average  interest  bearing deposits of $19.5 million or 8.29% and an
increase in average Federal Home Loan  Borrowings of $5.9 million or 27.2%.  The
cost of all interest bearing liabilities increased from 3.82% to 4.20%.

Provision for loan losses

The Bank has established the allowance for loan losses to reduce the gross level
of loans outstanding by an estimate of uncollectible  loans. As loans are deemed
uncollectible,  they are charged  against the  allowance.  A provision  for loan
losses is expensed  against  current income on a monthly  basis.  This provision
acts to replenish the allowance for loan losses to accommodate  charge-offs  and
growth in the loan portfolio,  thereby  maintaining the allowance at an adequate
level.

During first  quarter  2000,  $90  thousand was charged to current  earnings and
added to the allowance for loan losses.

Non-interest income

Non-interest  income,  during the period  ended March 31,  2000,  increased  $84
thousand or 13.9% from first  quarter  1999.  This  increase is due primarily to
increased income from service charges on deposit  accounts,  which increased $38
thousand or 13.8%,  Trust  Department  income  which  increased  $10 thousand or
11.11%,  and income from the Company's ATM and Visa network which  increased $12
thousand or 11.5%.

Non-interest expense

Non-interest expense,  during first quarter 2000, increased from $2.8 million to
$3.0  million an  increase  of $172  thousand  or 6.1%.  Salaries  and  benefits
increased  $93 thousand or 6.0%,  equipment  expense  increased  $36 thousand or
12.8%,  data  processing  services  increased  $26 thousand or 20.3%,  occupancy
expense  decreased  $5  thousand or 2.2%,  and  stationary  and office  supplies
increased $3 thousand or 4.3%.
Part II-OTHER INFORMATION
Item 1.  Legal Proceedings

             None

Item 2.  Changes in Securities

             None

Item 3.  Defaults upon Senior Securities

             None

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

             None

Item 5.  Other Information

             None

Item 6.  Exhibits and Reports on Form 8-K

             None

Exhibit A:
                    FIRST BANKING CENTER, INC. AND SUBSIDIARY
                              BURLINGTON, WISCONSIN
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                          DECEMBER 31, 1999,1998, 1997

NOTE 1     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
--------------------------------------------------------------------------------

A.       CONSOLIDATION

The consolidated  financial statements of First Banking Center, Inc. include the
accounts of its wholly owned  subsidiary,  First Banking  Center.  First Banking
Center includes the accounts of its wholly owned  subsidiaries,  FBC-Burlington,
Inc. and FBC Financial Services Corp. The consolidated financial statements have
been prepared in conformity with generally  accepted  accounting  principles and
conform to  general  practices  within the  banking  industry.  All  significant
intercompany  accounts and transactions have been eliminated in the consolidated
financial statements.

B.       NATURE OF BANKING ACTIVITIES

The  consolidated  income of First Banking Center,  Inc. is principally from the
income of its wholly owned subsidiary.  The subsidiary Bank grants agribusiness,
commercial,  residential and consumer loans, accepts deposits and provides trust
services to customers primarily in southeastern and south central Wisconsin. The
subsidiary Bank is subject to competition from other financial  institutions and
nonfinancial institutions providing financial products. Additionally the Company
and the subsidiary  Bank are subject to the  regulations  of certain  regulatory
agencies and undergo periodic examination by those regulatory agencies.

C.       USE OF ESTIMATES

In preparing  consolidated  financial  statements in conformity  with  generally
accepted  accounting  principles,  management is required to make  estimates and
assumptions that affect the reported amounts of assets and liabilities as of the
date of the balance sheet and reported  amounts of revenues and expenses  during
the reporting period. Actual results could differ from those estimates. Material
estimates that are  particularly  susceptible to significant  change in the near
term relate to the  determination  of the  allowance  for loan  losses,  and the
valuation of foreclosed real estate and deferred tax assets.

D.       CASH AND CASH EQUIVALENTS

For purposes of reporting cash flows,  cash and cash  equivalents are defined as
those amounts included in the balance sheet caption "cash and due from banks."

The subsidiary Bank maintains amounts due from banks which, at times, may exceed
federally insured limits.  The subsidiary Bank has not experienced any losses in
such accounts.

E.       AVAILABLE FOR SALE SECURITIES

Securities  classified as available for sale are those debt  securities that the
subsidiary  Bank  intends  to hold for an  indefinite  period  of time,  but not
necessarily to maturity. Any decision to sell a security classified as available
for sale would be based on various factors,  including  significant movements in
interest rates,  changes in the maturity mix of the subsidiary Bank's assets and
liabilities,  liquidity  needs,  regulatory  capital  consideration,  and  other
similar factors. Securities classified as available for sale are carried at fair
value.  Unrealized  gains or losses are  reported as  increases  or decreases in
comprehensive income, net of the related deferred tax effect.  Realized gains or
losses,  determined on the basis of the cost of specific  securities  sold,  are
included in earnings.

F.       LOANS

Loans that  management  has the intent and  ability to hold for the  foreseeable
future  or until  maturity  or  payoff  are  reported  at the  amount  of unpaid
principal,  reduced by the allowance for loan losses. Interest income is accrued
on the unpaid  principal  balance.  The accrual of  interest  income on impaired
loans is  discontinued  when, in the opinion of management,  there is reasonable
doubt as to the borrower's ability to meet payment of interest or principal when
they become due.  When  interest  accrual is  discontinued,  all unpaid  accrued
interest is reversed.  Cash  collections  on impaired  loans are credited to the
loan  receivable  balance and no interest  income is  recognized  on those loans
until the principal balance is current. Accrual of interest is generally resumed
when the customer is current on all principal and interest payments and has been
paying on a timely basis for a period of time.

G.       MORTGAGE LOANS HELD FOR SALE

Mortgage  loans  originated  and intended for sale in the  secondary  market are
carried at the lower of cost or  estimated  market value in the  aggregate.  Net
unrealized  losses are  recognized  through a valuation  allowance by charges to
income. All sales are made without recourse.

H.       ALLOWANCE FOR LOAN LOSSES

The allowance for loan losses is established through a provision for loan losses
charged to expense. Loans are charged against the allowance for loan losses when
management  believes that the  collectibility of the principal is unlikely.  The
allowance for loan losses is adequate to cover probable  credit losses  relating
to specifically  identified loans, as well as probable credit losses inherent in
the balance of the loan portfolio. In accordance with FASB Statements 5 and 114,
the  allowance is provided for losses that have been  incurred as of the balance
sheet  date.  The  allowance  is  based  on past  events  and  current  economic
conditions,  and does not include  the  effects of  expected  losses on specific
loans or groups of loans that are related to future  events or expected  changes
in economic conditions.  While management uses the best information available to
make its  evaluation,  future  adjustments  to the allowance may be necessary if
there  are  significant  changes  in  economic  conditions.  Impaired  loans are
measured based on the present value of expected future cash flows  discounted at
the loan's effective interest rate or, as a practical  expedient,  at the loan's
observable  market  price or the fair  value  of the  collateral  if the loan is
collateral  dependent.  A loan is impaired when it is probable the creditor will
be unable to collect all  contractual  principal  and  interest  payments due in
accordance with the terms of the loan agreement.

In addition,  various regulatory agencies  periodically review the allowance for
loan  losses.  These  agencies  may  require the bank to make  additions  to the
allowance for loan losses based on their  judgments of  collectibility  based on
information available to them at the time of their examination.

I.       OFFICE BUILDINGS AND EQUIPMENT

Depreciable assets are stated at cost less accumulated depreciation.  Provisions
for depreciation are computed on straight-line and accelerated  methods over the
estimated  useful  lives of the  assets,  which  range  from 15 to 50 years  for
buildings and 2 to 12 years for equipment.

J.       PROFIT-SHARING PLAN

The Company has established a trusteed  contributory 401(k)  profit-sharing plan
for  qualified  employees.  The  Company's  policy is to fund  contributions  as
accrued.

K.       OTHER REAL ESTATE OWNED

Other real estate owned, acquired through partial or total satisfaction of loans
is carried at the lower of cost or fair value less cost to sell.  At the date of
acquisition  losses are charged to the  allowance  for loan losses.  Revenue and
expenses from operations and changes in the valuation  allowance are included in
loss on foreclosed real estate.

L.       INCOME TAXES

The  Company  files a  consolidated  federal  income tax  return and  individual
subsidiary state income tax returns. Accordingly,  amounts equal to tax benefits
of those  companies  having taxable  federal losses or credits are reimbursed by
the other companies that incur federal tax liabilities.

Amounts  provided  for  income  tax  expense  are based on income  reported  for
financial statement purposes and do not necessarily  represent amounts currently
payable under tax laws.  Deferred income tax assets and liabilities are computed
annually for differences between the financial statement and tax bases of assets
and liabilities that will result in taxable or deductible  amounts in the future
based on  enacted  tax laws and rates  applicable  to the  periods  in which the
differences  are expected to affect  taxable  income.  As changes in tax laws or
rates are enacted,  deferred tax assets and liabilities are adjusted through the
provision for income taxes.  The differences  relate  principally to the reserve
for loan losses,  nonaccrual loan income, deferred compensation,  pension, fixed
assets  and  unrealized  gains and  losses  on  available  for sale  securities.
Valuation  allowances  are  established  when  necessary to reduce  deferred tax
assets to the amount expected to be realized.

M.       OFF-BALANCE-SHEET FINANCIAL INSTRUMENTS

In the  ordinary  course  of  business  the  subsidiary  Bank has  entered  into
off-balance-sheet  financial  instruments  consisting of  commitments  to extend
credit, commitments under credit card arrangements, commercial letters of credit
and standby  letters of credit.  Such financial  instruments are recorded in the
financial  statements  when they are  funded or  related  fees are  incurred  or
received.

N.       TRUST ASSETS AND FEES

Property held for customers in fiduciary or agency capacities is not included in
the accompanying  balance sheet, since such items are not assets of the Company.
In accordance  with  established  industry  practice,  income from trust fees is
reported on the cash basis.  Reporting  of trust fees on an accrual  basis would
have no material effect on reported income.

O.       EARNINGS PER SHARE

Earnings per share are computed based upon the weighted average number of common
shares  outstanding during each year. In the computation of diluted earnings per
share,  all dilutive  stock options are assumed to be exercised at the beginning
of each year and the  proceeds  are used to  purchase  shares  of the  Company's
common stock at the average market price during the year.

P.       FAIR VALUE OF FINANCIAL INSTRUMENTS

Financial Accounting Standards Board Statement No. 107,  "Disclosures About Fair
Value of Financial  Instruments",  requires disclosure of fair value information
about financial instruments, whether or not recognized in the balance sheet, for
which it is  practicable  to estimate  that value.  In cases where quoted market
prices are not available, fair values are based on estimates using present value
or other valuation  techniques.  Those techniques are significantly  affected by
the assumptions  used,  including the discount rate and estimates of future cash
flows. In that regard,  the derived fair value estimates cannot be substantiated
by comparison to independent  markets and, in many cases,  could not be realized
in immediate  settlement of the instrument.  Statement No. 107 excludes  certain
financial  instruments  from  its  disclosure  requirements.   Accordingly,  the
aggregate fair value amounts  presented do not represent the underlying value of
the Company.

The following methods and assumptions were used by the Company in estimating the
fair value of its financial instruments:

          Carrying Amounts Approximate Fair Values for the Following Instruments

                Cash and due from  banks  Federal  funds  sold  Interest-bearing
                deposits in banks Available for sale securities Accrued interest
                receivable
                Variable rate loans that reprice frequently where no significant
                      change in credit risk has occurred
                Demand deposits
                Variable rate money market accounts
                Variable rate certificates of deposit
                Accrued interest payable
                U.S. Treasury Note account

           Discounted Cash Flows

           Using interest  rates  currently  being offered on  instruments  with
           similar terms and with similar credit quality:

                All loans except  variable rate loans described above Fixed rate
                certificates of deposit Other borrowings

P.       FAIR VALUE OF FINANCIAL INSTRUMENTS (CONTINUED)

           Quoted fees currently being charged for similar instruments

           Taking into account the  remaining  terms of the  agreements  and the
           counterparties' credit standing:

                Off-balance-sheet instruments

                    Guarantees
                    Letters of credit
                    Lending commitments

Since the majority of the  Company's  off-balance-sheet  instruments  consist of
nonfee-producing,  variable rate commitments, the Company had determined it does
not have a distinguishable fair value.

Q.       RECLASSIFICATION

Certain 1997 and 1998 amounts  have been  reclassified  to conform with the 1999
presentation.  The  reclassifications  have no effect on reported amounts of net
income or equity.
FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                              BURLINGTON, WISCONSIN

                                   SIGNATURES

     Pursuant to the  requirement  of the  Securities  Exchange Act of 1943, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                           First Banking Center, Inc.

May 12, 2000
                                          --------------------------------------
Date                                      Brantly Chappell
                                          Chief Executive Officer

May 12, 2000
                                          --------------------------------------
Date                                      James Schuster
                                          Chief Financial Officer