UNITED STATES

                        SECURITIES AND EXCHANGE COMMISSION

                                Washington, D.C. 20549

                                     FORM 10-Q


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

For the quarterly period ended June 30, 1998

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)



(414) 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, 1,487,798 shares outstanding.

PART I. FINANCIAL INFORMATION

FIRST BANKING CENTER, INC. AND SUBSIDIARIES
   BURLINGTON, WISCONSIN
CONSOLIDATED BALANCE SHEET
       June 30, 1998
            vs
     December 31, 1997
  (Amounts in Thousands)

ASSETS                                                        6/30/98   12/31/97
Cash and due from banks                                        $19,168   $16,286
Federal funds sold                                                   0         0
  Total Cash and Cash Equivalents                               19,168    16,286

Interest bearing deposits in banks                                 378       820
Investment securities - Available for Sale                      55,701    74,601
Loans                                                          242,234   224,108
Less:
  Allowance for loan losses                                    (3,310)   (3,132)
  Total Net Loans                                              238,924   220,976
Property and Equipment                                           8,342     7,650
Other Assets                                                     7,626     7,500
TOTAL ASSETS                                                  $330,139  $327,833

LIABILITIES
Deposits
  Non-interest bearing demand                                  $41,232   $40,090
  Interest bearing transaction                                  21,170    25,628
  Money market and Savings                                      88,964    80,865
  Time                                                         107,108   106,316
Total Deposits                                                 258,474   252,899
Fed Funds Purchased and Securities sold
  under agreements to repurchase                                23,105    30,286
U S Treasury note account                                          100       540
Long-term borrowings                                            14,965    11,957
Accrued interest and other liabilities                           3,390     3,231
TOTAL LIABILITIES                                             $300,034  $298,913

STOCKHOLDERS' EQUITY
Common Stock, $1.00 par value 3,000,000
  shares authorized 1,477,215 shares issued                     $1,488    $1,485
Surplus                                                          4,295     4,221
Retained Earnings                                               23,972    22,845
Net unrealized gain on available
  for sale securities                                              350       369
  Subtotal                                                      30,105    28,920
Treasury Stock                                                       0         0

TOTAL STOCKHOLDERS' EQUITY                                     $30,105   $28,920

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                    $330,139  $327,833

FIRST BANKING CENTER, INC. AND SUBSIDIARIES
   BURLINGTON, WISCONSIN
CONSOLIDATED STATEMENT OF INCOME
as of June 30, 1998 and 1997
  (Amounts in Thousands)

                                            Quarter-to-Date      Year-to-Date

                                          6/30/98   6/31/97   6/30/98   6/31/97
INTEREST INCOME
Interest and fees on loans                  $5,436    $4,573   $10,528    $8,909
Interest on deposits in banks                    10       19        22        90
Interest on federal funds sold
  and repurchase agreements                      23       41        64       135
Interest on securities:
  U.S. Government and other                     497      716     1,113     1,411
  Tax Exempt Securities                         306      285       650       544
TOTAL INTEREST INCOME                         6,272    5,634    12,377    11,089

INTEREST EXPENSE
Interest on deposits                          2,495    2,360     4,970     4,657
Int on fed funds purch. and securities
  sold under agreements to repurchase           269      238       590       503
Int on U S Treasury Note Account                  7        6        13        11
Int on long-term borrowings                     230      146       427       304
TOTAL INTEREST EXPENSE                        3,001    2,750     6,000     5,475

Net interest Income                           3,271    2,884     6,377     5,614
Provision for loan losses                        82       82       165       165
NET INT. INC. AFTER PROVISION
  FOR LOAN LOSSES                             3,189    2,802     6,212     5,449

OTHER OPERATING INCOME
Trust department income                          88       96       177       192
Service charges on deposits                     297      279       558       525
Invest. security gains/(losses)                 (1)        0        (1)        0
Other income                                    237      120       476       280
TOTAL OTHER OPERATING INCOME                    621      495     1,210       997

OTHER OPERATING EXPENSE
Employee expense                              1,607    1,388     2,992     2,599
Occupancy expense                               164      147       351       331
Equipment expense                               283      239       550       471
Computer services                                88      114       200       227
Other expense                                   618      561     1,224     1,082
TOTAL OTHER OPERATING EXPENSE                 2,760    2,449     5,317     4,710

Income before income taxes                    1,050      848     2,105     1,736
Income taxes                                    282      217       576       459

NET INCOME                                    $768      $631    $1,529    $1,277

Earnings per share-Basic                     $0.52     $0.43     $1.03     $0.86
Earnings per share-Diluted                   $0.51     $0.42     $1.02     $0.86

Average shares outstanding-Basic         1,485,695 1,476,337 1,485,695 1,476,337

FIRST BANKING CENTER, INC. AND SUBSIDIARIES
   BURLINGTON, WISCONSIN
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
as of June 30, 1998 and 1997
  (Amounts in Thousands)

                                            Quarter-to-Date      Year-to-Date

                                          6/30/98   6/31/97   6/30/98   6/31/97

Net Income                                    $768      $631    $1,529    $1,277

Other comprehensive income:
  Unrealized gains (losses) arising
    during the period                          (40)      312        19        50
  Less reclassified adjustment for (gains)
    losses included in net income                0         0         0         0
  TOTAL OTHER COMPREHENSIVE INCOME             (40)      312        19        50


COMPREHENSIVE INCOME                          $728      $943    $1,548    $1,327



FIRST BANKING CENTER, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
   BURLINGTON, WISCONSIN
Y-T-D ending June 30, 1998 and 1997
Increase (decrease) in Cash and Cash Equivalents
  (Amounts in Thousands)

                                                                  1998      1997
CASH FLOWS FROM OPERATING ACTIVITIES
Net income                                                      $1,529    $1,277
Adjustments to reconcile net income to net
  cash provided by operating activities:
Depreciation                                                       447       416
Provision for loan losses                                          165       165
Provision for deferred taxes                                         0         0
Amortization and accretion of bond
  premiums and discounts - net                                      31        44
Amortization of excess cost over equity in
  underlying net assets of subsidiary                               52        52
Investment securities (gains) losses                                 0         0
(Increase) decrease in assets:
  Interest receivable                                              (49)    (476)
  Other assets                                                    (125)     (33)
Increase (decrease) in liabilities:
  Taxes payable                                                    (74)      206
  Interest payable                                                 131      (73)
  Other liabilities                                                101        69
TOTAL ADJUSTMENTS                                                  679       370
NET CASH PROVIDED FROM OPERATING ACTIVITIES                     $2,208    $1,647



CASH FLOWS FROM INVESTING ACTIVITIES
Net (increase) decrease in interest-bearing deposits              $442    $3,667
Proceeds from sales of available for sale securities             4,511         0
Proceeds from maturities of available for sale securities       64,419    26,999
Purchase of available for sale securities                     (50,086)  (30,449)
Proceeds from maturity of held to maturity securities                0         0
Purchase of held to maturity securities                              0         0
Net (increase) decrease in loans                              (18,112)  (13,185)
Proceeds from sale of office equipment                               0         0
Purchase of office buildings and equipment                     (1,138)   (1,320)
NET CASH USED IN INVESTING ACTIVITIES                             $36  ($14,288)

FIRST BANKING CENTER, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS  (Continued)
   BURLINGTON, WISCONSIN
Y-T-D ending June 30, 1998 and 1997
Increase (decrease) in Cash and Cash Equivalents
  (Amounts in Thousands)

                                                                  1998      1997
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase (decrease) in deposits                             $5,575    $9,252
Dividends paid                                                   (402)     (369)
Net increase (decrease) in Long-term Borrowings                  3,008     (150)
Net increase (decrease) in U S Treasury Note Account             (440)       11
Net increase (decrease) in fed funds purchased and
  securities sold under repurchase agreements                  (7,180)  (14,034)
Proceeds from stock options exercised                               77        18
NET CASH PROVIDED BY FINANCING ACTIVITIES                         $638  ($5,272)



Net increase (decrease) in cash and cash equivalents             2,882  (17,913)


Cash and cash equivalents at beginning of year                  16,286    29,317

Cash and cash equivalents at end of quarter                    $19,168   $11,404



SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid (received) during the year for:

Interest                                                        $5,868    $5,562

Income taxes (received)                                           $659      $253


FIRST BANKING CENTER, INC. AND SUBSIDIARIES
   BURLINGTON, WISCONSIN
CONSOLIDATED STATEMENT OF CHANGES
IN COMPONENTS OF STOCKHOLDERS' EQUITY
    As of June 30, 1998
  (Amounts in Thousands)



                               COMMON               RETAINED AVAILABLE  TREASURY
                               STOCK      SURPLUS   EARNINGS  FOR SALE  STOCK
                                                             SECURITIES

Balances
 December 31, 1996                $1,476    $4,091   $20,703      ($30)       $0

Net income-YTD 1997                                    1,277

Cash dividend paid
$0.25 per share                                         (369)

Exercise of
Stock options                          1        17                             0

Change in unrealized
loss on available
for sale securities                                                 50

Balances
June 30, 1997                      1,477     4,108    21,611        20         0


Balances
 December 31, 1997                $1,485    $4,221   $22,845      $369        $0

Net income-YTD 1998                                    1,529

Cash dividend paid
$0.27 per share                                         (402)

Exercise of
Stock options                          3        74

Change in unrealized
loss on available
for sale securities                                                (19)

Balances
 June 30, 1998                    $1,488    $4,295   $23,972      $350        $0


                     FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                                BURLINGTON, WISCONSIN
                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  As of June 30, 1998



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 A to
the registrant's financial statements in the 1997 First Banking Center, Inc.
(the "Company") annual report which is incorporated by reference herein (see
exhibit A).

Item 2

                     FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                                BURLINGTON, WISCONSIN
                         MANAGEMENTS DISCUSSION AND ANALYSIS
                   OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                                  As of June 30, 1998

The following is a discussion of the financial condition and results of
operations of the Company for the year-to-date ended June 30, 1998.

Financial condition

Loans

As of June 30, 1998, loans outstanding were $242 million an increase
of $18 million or 8.09% from December 31, 1997.  During this six month
period, Real Estate loans increased by $7 million or 4.01%.  The increase
in real estate loans is represented by an increase of $4.5 million or 8.9% in
Commercial loans, and $6.4 million or 8.6% in Residential Real Estate Loans.
At June 30, 1998, Construction and Land Development Loans were at $25.5
million or 10.53% of total loans, Resdential Real Estate Loans were at $92.1
million or 38% of total loans, and Commercial loans were at 35.1 million or
15% of total loans with Commercial Real Estate loans at $58.5 million or
33% of total loans.

Allowance for Loan Losses

The allowance for possible loan losses was $3.3 million or 1.36% of gross
loans on June 30, 1998, compared with $3.1 million or 1.40% of gross
loans on December 31, 1997.  Net charge-offs for the six month period ended
June 30, 1998, were $13 thousand, or .005% of gross loans, compared to
-$12 thousand or -.01% of gross loans for the same period in 1997.  As of
June 30, 1998, loans on non-accrual status totaled $1.38 million or .6%
of gross loans, compared to $2.9 million or 1.4% of gross loans on June
30, 1997, and $824 thousand or .37% of gross loans on December 31, 1997.
The non-accrual loans consisted primarily of real estate loans.  On June
30, 1998, the ratio of non-accrual loans to the allowance for loan losses
was 41.8% compared to 26.3% on December 31, 1997.

The Banks evaluate 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 losses is maintained at a level considered 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.  Reports of examinations furnished by State and Federal banking
authorities are also considered by management in this regard.

During this six month period ended June 30, 1998, $165 thousand was
charged to current earnings and added to the allowance for loan losses.

Investment securities - Available for Sale

The securities available-for-sale portfolio showed a decrease of $18.9
million from December 31, 1997 to June 30, 1998.

Deposits and Borrowed Funds

As of June 30, 1998, total deposits were $258.4 million, which is an
increase of $6 million or 2.20% from December 31, 1997.  Interest Bearing
Transaction Accounts decreased $4.5 million or 17.39%.  Demand deposits
increased 1.1 million or 2.85% since December 31, 1997.  Time deposits
increased $1 million or .9% since December 31, 1997.  Insured Money Market
savings increased $8.1 million due to the bank's new Indexed Money Market
account which attracted new money as well as funds from our Time Deposits.
Securities sold under agreements to repurchase decreased $7.2 million
or 23.71%.

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
Company 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 Company's strategy with respect to asset/liability
management is to maximize net interest income while limiting our
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.


Liquidity

The liquidity position of the Company is managed to insure
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 and money
market assets such as Interest Bearing Deposits in Banks and
Federal Funds Sold.  The bank is a  member of the Federal Home
Loan Bank system which provides the company with an additional source
of liquidity.

Securities Sold Under Agreements to Repurchase (Repos) declined by
$7.2 million.  This decline was funded by a net decrease in the Securities
portfolio. Total Loans increased $18 million. This increase was funded by
the decrease of investment securities, an increase in Long-term investments,
and an increase in deposits.

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.


Results of Operations Overview

For the six month period ended June 30, 1998 the Company reported
earnings of $1.5 million an increase of $200 thousand or 15.4% over the
same period in 1997.

Net Interest Income

Net interest income for the six months ended June 30, 1998, was
$6.2 million compared to $5.6 million for the same period in 1997.  The
increase in net interest income is the result of a $638 thousand increase
in interest income and only a $251 thousand increase in interest expense.
The increase in interest income is a result of a 8.09% increase in average
loan balances.  The increase in interest expense is due to increased rates
paid and increased average balances of 2.2%.


Provision for Loan Losses

The Banks have 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 the first six months of 1998, provisions charged against
1997 income were $165 thousand which was the same as compared to the
same period in 1997.

Non-interest income and expense

Non-interest income for the first six months of 1998 increased $213 thousand
or 17.6% from the same period in 1997.  This increase is due to $18 thousand
increased income from service charges on deposit, and $117 thousand increase
of other income due primarily to the bank's expanded network of ATMs.

Non-interest expense for the first six months of 1998 as compared to the
same period during 1997 increased $311 thousand or 12.7%.  Occupancy
expense increased $17 thousand or 11.6%, and equipment expense increased
$44 thousand or 18.4%.  Employee expense showed the largest increase
of $219 thousand or 15.8%.



PART II - OTHER INFORMATION

Item   I.      Legal Proceedings

               none

Item  II.      Changes in Securities

               none

Item III.      Defaults Upon Senior Securities

               none

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

               none

Item   V.      Other Information

               none

Item  VI.      Exhibits and Reports on Form 8-K

               none


EXHIBIT A:

           FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                      BURLINGTON, WISCONSIN
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  December 31, 1997, 1996, 1995

Note A.  Summary of Significant Accounting Policies

1.  Consolidation:
The consolidated financial statements of First Banking Center, Inc. include the
accounts of its wholly owned subsidiaries, First Banking Center - Burlington and
First Banking Center - Albany.  First Banking Center - Burlington includes the
accounts of its wholly owned subsidiary, First Banking Center Burlington
Investment Corporation.  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.

2.  Nature of banking activities:
The consolidated income of First Banking Center, Inc. is principally from income
of the two bank subsidiaries.  The subsidiary Banks grant agribusiness,
commercial, residential and consumer loans, accepts deposits and provides trust
services to customers primarily in southeastern and south central Wisconsin.
The subsidiary Banks are subject to competition from other financial
institutions and nonfinancial institutions providing financial products.
Additionally the Company and the subsidiary Banks are subject to the regulations
of certain regulatory agencies and undergo periodic examination by those
regulatory agencies.

3.  Basis of financial statement presentation:
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the period.  Actual results
could differ from those estimates.

4.  Cash and cash equivalents:
For purposes of reporting cash flows, cash and cash equivalents include cash on
hand, amounts due from banks, federal funds sold and investments with an
original maturity of three months or less.  Generally, federal funds are sold
for one-day periods.

The subsidiary Banks maintain amounts due from banks which, at times, may exceed
federally insured limits.  The subsidiary Banks have not experienced any losses
in such accounts.

5.  Available for sale securities:
Securities classified as available for sale are those debt securities that the
subsidiary Banks intend 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
Banks' 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.

6.  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 on loans is
calculated by using the simple interest method on daily balances of the
principal amount outstanding.  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.

7.  Allowance for loan loses:
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 is an amount that management believes will be adequate to absorb
possible losses on existing loans that may become uncollectible, based on
evaluation of the collectibility of loans and prior loan loss experience.  The
evaluations take into consideration such factors as changes in the nature and
volume of the loan portfolio, overall portfolio quality, review of specific
problem loans, and current economic conditions that may affect the borrower's
ability to pay.  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 banks 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.

8.  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 3 to 15 years for equipment.

9.  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.

10.  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.

11.  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 and 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.

12.  Off-balance-sheet financial instruments:
In the ordinary course of business the subsidiary Banks have 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.

13.  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.

14.  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.

15.  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.

15.  Fair value of financial instruments: (continued)

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 cash equivalents
          Federal funds sold
          Interest-bearing deposits in banks
          Short-term borrowing
          Accrued interest receivable
          Accrued interest payable
          Variable rate loans that reprice frequently where no
                    significant change in credit risk has occurred
          Demand deposits
          Variable rate money market accounts
          Variable rate certificate of deposit
          Available for sale securities

      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
          Notes payable and other borrowing

      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 consists of
nonfee-producing, variable rate commitments, the Company had determined it does
not have a distinguishable fair value.

                     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.





August 14, 1998
Date                       Brantly Chappell
                           President & Chief Executive Officer






August 14, 1998
Date                       James Schuster
                           Chief Financial Officer
[{"type": "10-Q", "sequence": "1", "secsgml_size_bytes": 35542}]
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UNITED STATES

                        SECURITIES AND EXCHANGE COMMISSION

                                Washington, D.C. 20549

                                     FORM 10-Q

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

For the quarterly period ended June 30, 1998

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)

(414) 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, 1,487,798 shares outstanding.

PART I. FINANCIAL INFORMATION

FIRST BANKING CENTER, INC. AND SUBSIDIARIES
   BURLINGTON, WISCONSIN
CONSOLIDATED BALANCE SHEET
       June 30, 1998
            vs
     December 31, 1997
  (Amounts in Thousands)

ASSETS                                                        6/30/98   12/31/97
Cash and due from banks                                        $19,168   $16,286
Federal funds sold                                                   0         0
  Total Cash and Cash Equivalents                               19,168    16,286

Interest bearing deposits in banks                                 378       820
Investment securities - Available for Sale                      55,701    74,601
Loans                                                          242,234   224,108
Less:
  Allowance for loan losses                                    (3,310)   (3,132)
  Total Net Loans                                              238,924   220,976
Property and Equipment                                           8,342     7,650
Other Assets                                                     7,626     7,500
TOTAL ASSETS                                                  $330,139  $327,833

LIABILITIES
Deposits
  Non-interest bearing demand                                  $41,232   $40,090
  Interest bearing transaction                                  21,170    25,628
  Money market and Savings                                      88,964    80,865
  Time                                                         107,108   106,316
Total Deposits                                                 258,474   252,899
Fed Funds Purchased and Securities sold
  under agreements to repurchase                                23,105    30,286
U S Treasury note account                                          100       540
Long-term borrowings                                            14,965    11,957
Accrued interest and other liabilities                           3,390     3,231
TOTAL LIABILITIES                                             $300,034  $298,913

STOCKHOLDERS' EQUITY
Common Stock, $1.00 par value 3,000,000
  shares authorized 1,477,215 shares issued                     $1,488    $1,485
Surplus                                                          4,295     4,221
Retained Earnings                                               23,972    22,845
Net unrealized gain on available
  for sale securities                                              350       369
  Subtotal                                                      30,105    28,920
Treasury Stock                                                       0         0

TOTAL STOCKHOLDERS' EQUITY                                     $30,105   $28,920

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                    $330,139  $327,833

FIRST BANKING CENTER, INC. AND SUBSIDIARIES
   BURLINGTON, WISCONSIN
CONSOLIDATED STATEMENT OF INCOME
as of June 30, 1998 and 1997
  (Amounts in Thousands)

                                            Quarter-to-Date      Year-to-Date

                                          6/30/98   6/31/97   6/30/98   6/31/97
INTEREST INCOME
Interest and fees on loans                  $5,436    $4,573   $10,528    $8,909
Interest on deposits in banks                    10       19        22        90
Interest on federal funds sold
  and repurchase agreements                      23       41        64       135
Interest on securities:
  U.S. Government and other                     497      716     1,113     1,411
  Tax Exempt Securities                         306      285       650       544
TOTAL INTEREST INCOME                         6,272    5,634    12,377    11,089

INTEREST EXPENSE
Interest on deposits                          2,495    2,360     4,970     4,657
Int on fed funds purch. and securities
  sold under agreements to repurchase           269      238       590       503
Int on U S Treasury Note Account                  7        6        13        11
Int on long-term borrowings                     230      146       427       304
TOTAL INTEREST EXPENSE                        3,001    2,750     6,000     5,475

Net interest Income                           3,271    2,884     6,377     5,614
Provision for loan losses                        82       82       165       165
NET INT. INC. AFTER PROVISION
  FOR LOAN LOSSES                             3,189    2,802     6,212     5,449

OTHER OPERATING INCOME
Trust department income                          88       96       177       192
Service charges on deposits                     297      279       558       525
Invest. security gains/(losses)                 (1)        0        (1)        0
Other income                                    237      120       476       280
TOTAL OTHER OPERATING INCOME                    621      495     1,210       997

OTHER OPERATING EXPENSE
Employee expense                              1,607    1,388     2,992     2,599
Occupancy expense                               164      147       351       331
Equipment expense                               283      239       550       471
Computer services                                88      114       200       227
Other expense                                   618      561     1,224     1,082
TOTAL OTHER OPERATING EXPENSE                 2,760    2,449     5,317     4,710

Income before income taxes                    1,050      848     2,105     1,736
Income taxes                                    282      217       576       459

NET INCOME                                    $768      $631    $1,529    $1,277

Earnings per share-Basic                     $0.52     $0.43     $1.03     $0.86
Earnings per share-Diluted                   $0.51     $0.42     $1.02     $0.86

Average shares outstanding-Basic         1,485,695 1,476,337 1,485,695 1,476,337

FIRST BANKING CENTER, INC. AND SUBSIDIARIES
   BURLINGTON, WISCONSIN
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
as of June 30, 1998 and 1997
  (Amounts in Thousands)

                                            Quarter-to-Date      Year-to-Date

                                          6/30/98   6/31/97   6/30/98   6/31/97

Net Income                                    $768      $631    $1,529    $1,277

Other comprehensive income:
  Unrealized gains (losses) arising
    during the period                          (40)      312        19        50
  Less reclassified adjustment for (gains)
    losses included in net income                0         0         0         0
  TOTAL OTHER COMPREHENSIVE INCOME             (40)      312        19        50

COMPREHENSIVE INCOME                          $728      $943    $1,548    $1,327

FIRST BANKING CENTER, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
   BURLINGTON, WISCONSIN
Y-T-D ending June 30, 1998 and 1997
Increase (decrease) in Cash and Cash Equivalents
  (Amounts in Thousands)

                                                                  1998      1997
CASH FLOWS FROM OPERATING ACTIVITIES
Net income                                                      $1,529    $1,277
Adjustments to reconcile net income to net
  cash provided by operating activities:
Depreciation                                                       447       416
Provision for loan losses                                          165       165
Provision for deferred taxes                                         0         0
Amortization and accretion of bond
  premiums and discounts - net                                      31        44
Amortization of excess cost over equity in
  underlying net assets of subsidiary                               52        52
Investment securities (gains) losses                                 0         0
(Increase) decrease in assets:
  Interest receivable                                              (49)    (476)
  Other assets                                                    (125)     (33)
Increase (decrease) in liabilities:
  Taxes payable                                                    (74)      206
  Interest payable                                                 131      (73)
  Other liabilities                                                101        69
TOTAL ADJUSTMENTS                                                  679       370
NET CASH PROVIDED FROM OPERATING ACTIVITIES                     $2,208    $1,647

CASH FLOWS FROM INVESTING ACTIVITIES
Net (increase) decrease in interest-bearing deposits              $442    $3,667
Proceeds from sales of available for sale securities             4,511         0
Proceeds from maturities of available for sale securities       64,419    26,999
Purchase of available for sale securities                     (50,086)  (30,449)
Proceeds from maturity of held to maturity securities                0         0
Purchase of held to maturity securities                              0         0
Net (increase) decrease in loans                              (18,112)  (13,185)
Proceeds from sale of office equipment                               0         0
Purchase of office buildings and equipment                     (1,138)   (1,320)
NET CASH USED IN INVESTING ACTIVITIES                             $36  ($14,288)

FIRST BANKING CENTER, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS  (Continued)
   BURLINGTON, WISCONSIN
Y-T-D ending June 30, 1998 and 1997
Increase (decrease) in Cash and Cash Equivalents
  (Amounts in Thousands)

                                                                  1998      1997
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase (decrease) in deposits                             $5,575    $9,252
Dividends paid                                                   (402)     (369)
Net increase (decrease) in Long-term Borrowings                  3,008     (150)
Net increase (decrease) in U S Treasury Note Account             (440)       11
Net increase (decrease) in fed funds purchased and
  securities sold under repurchase agreements                  (7,180)  (14,034)
Proceeds from stock options exercised                               77        18
NET CASH PROVIDED BY FINANCING ACTIVITIES                         $638  ($5,272)

Net increase (decrease) in cash and cash equivalents             2,882  (17,913)

Cash and cash equivalents at beginning of year                  16,286    29,317

Cash and cash equivalents at end of quarter                    $19,168   $11,404

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid (received) during the year for:

Interest                                                        $5,868    $5,562

Income taxes (received)                                           $659      $253

FIRST BANKING CENTER, INC. AND SUBSIDIARIES
   BURLINGTON, WISCONSIN
CONSOLIDATED STATEMENT OF CHANGES
IN COMPONENTS OF STOCKHOLDERS' EQUITY
    As of June 30, 1998
  (Amounts in Thousands)

                               COMMON               RETAINED AVAILABLE  TREASURY
                               STOCK      SURPLUS   EARNINGS  FOR SALE  STOCK
                                                             SECURITIES

Balances
 December 31, 1996                $1,476    $4,091   $20,703      ($30)       $0

Net income-YTD 1997                                    1,277

Cash dividend paid
$0.25 per share                                         (369)

Exercise of
Stock options                          1        17                             0

Change in unrealized
loss on available
for sale securities                                                 50

Balances
June 30, 1997                      1,477     4,108    21,611        20         0

Balances
 December 31, 1997                $1,485    $4,221   $22,845      $369        $0

Net income-YTD 1998                                    1,529

Cash dividend paid
$0.27 per share                                         (402)

Exercise of
Stock options                          3        74

Change in unrealized
loss on available
for sale securities                                                (19)

Balances
 June 30, 1998                    $1,488    $4,295   $23,972      $350        $0

                     FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                                BURLINGTON, WISCONSIN
                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  As of June 30, 1998

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 A to
the registrant's financial statements in the 1997 First Banking Center, Inc.
(the "Company") annual report which is incorporated by reference herein (see
exhibit A).

Item 2

                     FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                                BURLINGTON, WISCONSIN
                         MANAGEMENTS DISCUSSION AND ANALYSIS
                   OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                                  As of June 30, 1998

The following is a discussion of the financial condition and results of
operations of the Company for the year-to-date ended June 30, 1998.

Financial condition

Loans

As of June 30, 1998, loans outstanding were $242 million an increase
of $18 million or 8.09% from December 31, 1997.  During this six month
period, Real Estate loans increased by $7 million or 4.01%.  The increase
in real estate loans is represented by an increase of $4.5 million or 8.9% in
Commercial loans, and $6.4 million or 8.6% in Residential Real Estate Loans.
At June 30, 1998, Construction and Land Development Loans were at $25.5
million or 10.53% of total loans, Resdential Real Estate Loans were at $92.1
million or 38% of total loans, and Commercial loans were at 35.1 million or
15% of total loans with Commercial Real Estate loans at $58.5 million or
33% of total loans.

Allowance for Loan Losses

The allowance for possible loan losses was $3.3 million or 1.36% of gross
loans on June 30, 1998, compared with $3.1 million or 1.40% of gross
loans on December 31, 1997.  Net charge-offs for the six month period ended
June 30, 1998, were $13 thousand, or .005% of gross loans, compared to
-$12 thousand or -.01% of gross loans for the same period in 1997.  As of
June 30, 1998, loans on non-accrual status totaled $1.38 million or .6%
of gross loans, compared to $2.9 million or 1.4% of gross loans on June
30, 1997, and $824 thousand or .37% of gross loans on December 31, 1997.
The non-accrual loans consisted primarily of real estate loans.  On June
30, 1998, the ratio of non-accrual loans to the allowance for loan losses
was 41.8% compared to 26.3% on December 31, 1997.

The Banks evaluate 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 losses is maintained at a level considered 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.  Reports of examinations furnished by State and Federal banking
authorities are also considered by management in this regard.

During this six month period ended June 30, 1998, $165 thousand was
charged to current earnings and added to the allowance for loan losses.

Investment securities - Available for Sale

The securities available-for-sale portfolio showed a decrease of $18.9
million from December 31, 1997 to June 30, 1998.

Deposits and Borrowed Funds

As of June 30, 1998, total deposits were $258.4 million, which is an
increase of $6 million or 2.20% from December 31, 1997.  Interest Bearing
Transaction Accounts decreased $4.5 million or 17.39%.  Demand deposits
increased 1.1 million or 2.85% since December 31, 1997.  Time deposits
increased $1 million or .9% since December 31, 1997.  Insured Money Market
savings increased $8.1 million due to the bank's new Indexed Money Market
account which attracted new money as well as funds from our Time Deposits.
Securities sold under agreements to repurchase decreased $7.2 million
or 23.71%.

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
Company 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 Company's strategy with respect to asset/liability
management is to maximize net interest income while limiting our
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.

Liquidity

The liquidity position of the Company is managed to insure
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 and money
market assets such as Interest Bearing Deposits in Banks and
Federal Funds Sold.  The bank is a  member of the Federal Home
Loan Bank system which provides the company with an additional source
of liquidity.

Securities Sold Under Agreements to Repurchase (Repos) declined by
$7.2 million.  This decline was funded by a net decrease in the Securities
portfolio. Total Loans increased $18 million. This increase was funded by
the decrease of investment securities, an increase in Long-term investments,
and an increase in deposits.

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.

Results of Operations Overview

For the six month period ended June 30, 1998 the Company reported
earnings of $1.5 million an increase of $200 thousand or 15.4% over the
same period in 1997.

Net Interest Income

Net interest income for the six months ended June 30, 1998, was
$6.2 million compared to $5.6 million for the same period in 1997.  The
increase in net interest income is the result of a $638 thousand increase
in interest income and only a $251 thousand increase in interest expense.
The increase in interest income is a result of a 8.09% increase in average
loan balances.  The increase in interest expense is due to increased rates
paid and increased average balances of 2.2%.

Provision for Loan Losses

The Banks have 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 the first six months of 1998, provisions charged against
1997 income were $165 thousand which was the same as compared to the
same period in 1997.

Non-interest income and expense

Non-interest income for the first six months of 1998 increased $213 thousand
or 17.6% from the same period in 1997.  This increase is due to $18 thousand
increased income from service charges on deposit, and $117 thousand increase
of other income due primarily to the bank's expanded network of ATMs.

Non-interest expense for the first six months of 1998 as compared to the
same period during 1997 increased $311 thousand or 12.7%.  Occupancy
expense increased $17 thousand or 11.6%, and equipment expense increased
$44 thousand or 18.4%.  Employee expense showed the largest increase
of $219 thousand or 15.8%.

PART II - OTHER INFORMATION

Item   I.      Legal Proceedings

               none

Item  II.      Changes in Securities

               none

Item III.      Defaults Upon Senior Securities

               none

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

               none

Item   V.      Other Information

               none

Item  VI.      Exhibits and Reports on Form 8-K

               none

EXHIBIT A:

           FIRST BANKING CENTER, INC. AND SUBSIDIARIES
                      BURLINGTON, WISCONSIN
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  December 31, 1997, 1996, 1995

Note A.  Summary of Significant Accounting Policies

1.  Consolidation:
The consolidated financial statements of First Banking Center, Inc. include the
accounts of its wholly owned subsidiaries, First Banking Center - Burlington and
First Banking Center - Albany.  First Banking Center - Burlington includes the
accounts of its wholly owned subsidiary, First Banking Center Burlington
Investment Corporation.  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.

2.  Nature of banking activities:
The consolidated income of First Banking Center, Inc. is principally from income
of the two bank subsidiaries.  The subsidiary Banks grant agribusiness,
commercial, residential and consumer loans, accepts deposits and provides trust
services to customers primarily in southeastern and south central Wisconsin.
The subsidiary Banks are subject to competition from other financial
institutions and nonfinancial institutions providing financial products.
Additionally the Company and the subsidiary Banks are subject to the regulations
of certain regulatory agencies and undergo periodic examination by those
regulatory agencies.

3.  Basis of financial statement presentation:
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the period.  Actual results
could differ from those estimates.

4.  Cash and cash equivalents:
For purposes of reporting cash flows, cash and cash equivalents include cash on
hand, amounts due from banks, federal funds sold and investments with an
original maturity of three months or less.  Generally, federal funds are sold
for one-day periods.

The subsidiary Banks maintain amounts due from banks which, at times, may exceed
federally insured limits.  The subsidiary Banks have not experienced any losses
in such accounts.

5.  Available for sale securities:
Securities classified as available for sale are those debt securities that the
subsidiary Banks intend 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
Banks' 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.

6.  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 on loans is
calculated by using the simple interest method on daily balances of the
principal amount outstanding.  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.

7.  Allowance for loan loses:
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 is an amount that management believes will be adequate to absorb
possible losses on existing loans that may become uncollectible, based on
evaluation of the collectibility of loans and prior loan loss experience.  The
evaluations take into consideration such factors as changes in the nature and
volume of the loan portfolio, overall portfolio quality, review of specific
problem loans, and current economic conditions that may affect the borrower's
ability to pay.  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 banks 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.

8.  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 3 to 15 years for equipment.

9.  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.

10.  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.

11.  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 and 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.

12.  Off-balance-sheet financial instruments:
In the ordinary course of business the subsidiary Banks have 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.

13.  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.

14.  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.

15.  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.

15.  Fair value of financial instruments: (continued)

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 cash equivalents
          Federal funds sold
          Interest-bearing deposits in banks
          Short-term borrowing
          Accrued interest receivable
          Accrued interest payable
          Variable rate loans that reprice frequently where no
                    significant change in credit risk has occurred
          Demand deposits
          Variable rate money market accounts
          Variable rate certificate of deposit
          Available for sale securities

      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
          Notes payable and other borrowing

      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 consists of
nonfee-producing, variable rate commitments, the Company had determined it does
not have a distinguishable fair value.

                     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.

August 14, 1998
Date                       Brantly Chappell
                           President & Chief Executive Officer

August 14, 1998
Date                       James Schuster
                           Chief Financial Officer