MALIZIA, SPIDI, SLOANE & FISCH, P.C.
                                Attorneys at Law
                               One Franklin Square
                               1301 K Street, N.W.
                                 Suite 700 East
                             Washington, D.C. 20005
                            Telephone: (202) 434-4660
                           Telecopier: (202) 434-4661




September 6, 1996

Board of Directors
Emclaire Financial, Corp.
612 Main Street, Box D
Emlenton, Pennsylvania  16373

        Re:    Registration Statement Under the Securities Act of 1933
               -------------------------------------------------------   

Ladies and Gentlemen:

        This opinion is rendered in connection with the  Registration  Statement
on Form SB-2 to be filed with the Securities and Exchange  Commission  under the
Securities Act of 1933 relating to the offer and sale of up to 230,800 shares of
common  stock,  par value  $1.25 per share (the  "Common  Stock"),  of  Emclaire
Financial Corp.  (the  "Company").  As special  counsel to the Company,  we have
reviewed the corporate proceedings relating to the offering and such other legal
matters as we have deemed appropriate for the purpose of rendering this opinion.

        Based on the foregoing,  we are of the opinion that the shares of Common
Stock of the Company covered by the aforesaid  Registration Statement will, when
issued  in  accordance  with the  terms of the  offering  against  full  payment
therefor,  be validly issued,  fully paid, and non- assessable  shares of Common
Stock of the Company.

        This opinion is given as of the date hereof and we assume no  obligation
to advise you of changes that may hereafter be brought to our attention.

        We hereby consent to the use of this opinion and to the reference to our
firm appearing in the Company's Prospectus under the heading "Legal Matters." We
also  consent  to any  references  to our legal  opinion  referred  to under the
aforementioned headings in the Prospectus.

                                       Very truly yours,


                                       /s/Malizia, Spidi, Sloane & Fisch, P.C.
                                       MALIZIA, SPIDI, SLOANE & FISCH, P.C.