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    FOLEY & LARDNER LLP

    ATTORNEYS AT LAW

    777 EAST WISCONSIN AVENUE

    MILWAUKEE, WI 53202-5306

    414.271.2400 TEL

    414.297.4900 FAX

    June 24, 2005

    www.foley.com

    WRITER’S DIRECT LINE

    414.297.5640

    jolson@foley.com EMAIL

    Via Edgar And Overnight Mail

    CLIENT/MATTER NUMBER

075105-0106

Mr. Mark Webb

U.S. Securities and Exchange Commission

Division of Corporation Finance

Mail Stop 0408

Washington, DC 20549

    Re:

    First Business Financial Services, Inc.

Amendment No. 1 to Registration Statement

on Form 10 (File No. 000-51028)

Ladies and Gentlemen:

     On behalf of our client, First Business Financial Services, Inc., a Wisconsin corporation (the
“Corporation”), enclosed please find a hard copy of Amendment No. 1 (the “Amendment”) to the
Company’s Registration Statement on Form 10 File No. 000-51028 (the “Registration Statement”),
which Amendment was filed today via EDGAR with the Commission. The hard copy is marked to show
the changes between the Amendment and the Registration Statement as filed on April 28, 2005. In
addition, set forth in this letter are the Company’s responses to comments of the Staff (the
“Staff”) of the Securities and Exchange Commission (the “Commission”) set forth in the Staff’s
letter (the “Comment Letter”), dated June 3, 2005, with respect to the Registration Statement as
filed on April 28, 2005. The numbered items set forth below repeat (in bold italics) the comments
of the Staff reflected in the Comment Letter, and following such comments are the Company’s
responses (in regular type). Capitalized terms not otherwise defined herein shall have their
respective meanings set forth in the Amendment or as used in the Comment Letter, as applicable. In
addition, please find the written statement of the Company requested by the Staff in the Comment
Letter.

Business

Recent Developments

     1. We refer to the letter dated May 6, 2005 from the Chief Executive Officer to the
shareholders regarding the unaudited and unreviewed summary consolidated financial information for
the first quarter of 2005 which appears in your website www.fbfinancial.com. Considering the first
quarter of 2005 summary financial information has been published on your website, please revise the
Form 10 as follows:

    BOSTON

    JACKSONVILLE

    NEW YORK

    SAN DIEGO/DEL MAR

    TAMPA

    BRUSSELS

    LOS ANGELES

    ORLANDO

    SAN FRANCISCO

    TOKYO

    CHICAGO

    MADISON

    SACRAMENTO

    SILICON VALLEY

    WASHINGTON, D.C.

    DETROIT

    MILWAUKEE

    SAN DIEGO

    TALLAHASSEE

    WEST PALM BEACH

Mr. Mark Webb

June 24, 2005

Page 2

    •

    Include a “Recent Developments” section that discusses the reasons for the
major changes in operating results, liquidity and cash flow of the Company for the
three-months ended March 31, 2005; or

    •

    If the reviewed interim financial statements for the first quarter of 2005
are available publicly prior to the period the Form 10 becomes effective, the Form 10
should be updated to include this interim financial information. Management’s
Discussion and Analysis and all related information in the filing should be updated
accordingly.

     The Corporation’s reviewed interim financial statements for the first quarter of 2005 are
available. The Amendment includes this information as well as an updated Management’s Discussion
and Analysis and all related information as appropriate.

Regulation — page 16

     2. You discuss the regulatory requirements for the banks but do not include whether you meet
them. For example, on page 17, you say that the “Banks’ deposits are insured up to applicable
limits” but do not disclose under which category they are classified. Similarly, on page 18, you
discuss the minimum total capital to risk-weighted assets required but never discuss your own
percentage. Please revise this section to include your position with regard to each regulatory
requirement.

     The Corporation has revised the referenced subsection on page 19 of the Amendment to add a
cross reference to “Note 13 to the Consolidated Financial Statements – Stockholders’ Equity,” which
discloses on page 89 that management believes that the Corporation and the Banks meet all
applicable capital adequacy requirements.

Item 2, Financial Information — page 21

     3. We refer to the line item in the “Five-Year Summary” titled “Book Value per share at end of
period, excluding effect of written option”. Considering this is a non-GAAP measure, please
provide a footnote to the table to include the following
information:

    •

    A reconciliation of the non-GAAP measure to the most directly comparable
GAAP financial measure.

    •

    State how management uses this non-GAAP measure to
evaluate its business.

    •

    Describe the economic substance behind
management’s decision to use this measure

Mr. Mark Webb

June 24, 2005

Page 3

    •

    Disclose the material limitations to using this non-GAAP measure as
compared to the most directly comparable GAAP financial measure

    •

    State the substantive reasons why management believes the non-GAAP measure
provides useful information to investors.

     The Corporation has
revised the “Five Year Summary” on page 24 of the Amendment by removing
the line titled “Book Value per share at end of period, excluding effect of written option.”

Management’s Discussion and Analysis of Financial
Condition and Results of Operations

Overview — page 23

     4. We refer to your
response to Comment 7 regarding the exclusion of any references to prior
policies regarding expedited approval of intercompany loan participations. In light of the
fact that these policies were discontinued as a result of material charge-offs made in 2002 for
$3.2 million, please disclose in this section the
following:

    •

    Describe what specific prior policies were operating in 2002 that were
designed to expedite the loan approval process of intercompany loan participations.
Explain how they contributed or led to the charge-offs.

    •

    State what new policies or internal controls were established in July 2002
that are currently in place to provide reasonable assurance that similar charge-offs
will not recur in the future.

    •

    As requested previously, describe the current approval process for
intercompany loan participations.

          The
Corporation has added three paragraphs to its discussion of “Allowance for Loan and Lease
Losses” on page 27 of the Amendment in response to the Staff’s comments.

     5. We refer to Note 23,
“Subsequent Events” on page 90 that states FBB sold its 50% interest
in its commercial finance joint venture, m2 Lease Funds, LLC in January 2004 resulting in a pre-tax
gain of $973,000. Disclose the expected effects of this sale on the Company’s future results of
operations, cash flow and liquidity.

          In
response to the Staff’s comment, the Corporation has added a new subsection, “MD&A – Recent
Developments – Sale of m2 Lease Funds,” on
page 26 of the Amendment.

Mr. Mark Webb

June 24, 2005

Page 4

Allowance for Loan Losses – page 35

     6. We refer to your response to Comment 18 and to the statement on page 35 that management
regularly revises its methodology to provide greater precision in assessing risks related to the
loan and lease portfolio. In this regard, please explain to us and include in this section the
following information regarding your methodology for determining the adequacy of the loan loss
allowance which resulted in a reduction of $540,000 to the allowance
in 2004:

    •

    Discuss how the changes in methodology, which include historical
charge-off migration analysis, have resulted in improved historical trends in
non-performing loans and charge-offs. Include in your discussion the
following:

    •

    State how you considered the charge-off experience during the
last five years in your analysis, including the charge-offs for $3.2 million in
2002.

    •

    Describe how you considered the greater risks inherent in the
commercial mortgages and construction and commercial loans originated by the
Bank as compared to home mortgage originations. Refer to the “Loan Portfolio
Risk” section on page 4.

    •

    State how you included in your valuation analysis the 8% increase
in the total loan portfolio over 2003 of which commercial real estate loans and
commercial loans are 45% and 20%, respectively of the loan portfolio. Refer to
the “Loan Portfolio Composition” section on page 6.

    •

    Discuss what you mean by improvement in collateral value of three
substandard loans and leases and how this improvement was
determined.

          In determining the adequacy of the loan and lease loss allowance the Corporation uses a multi
faceted approach.

          The Corporation uses an historical charge-off migration analysis that analyzes the most recent
five years of net charge-offs and traces the migration of the risk rating from origination through
charge-off. The historical percentages of the net amounts charged-off for each risk rating, for
each subsidiary are averaged for the five year period. The annual percentages are weighted with
the most recent year weighted the greatest. The improved trend of charge-offs directly
affects the reserve because as the year, 2002, with the greatest amount of charge-offs moves
further into the past, the weighting is reduced. These percentages are then applied to the current
loan and lease portfolio for this portion of the Allowance for Loan
and Lease Losses.

          The Corporation also considers other factors in determining the overall adequacy of the
allowance for loan and lease losses. The risks inherent in the mix of the portfolio reflective of
the weighting toward commercial and commercial real estate lending is among those factors. In
addition, the loan and lease portfolio is examined for any material
concentrations and additional

Mr. Mark Webb

June 24, 2005

Page 5

reserves have been established in an amount that, based on the experience of senior management, is
adequate to cover concentration risk.

          Collateral values supporting loans and leases that are classified as substandard are regularly
updated. In the event there is a shortfall of collateral value as compared to the carrying value
of the loan or lease a specific reserve would be established. There were three loans and leases
that required specific reserves as of December 31, 2003 that experienced relative improvement in
the collateral value versus the carrying value. This was primarily due to updated appraisals from
vendors that have experience in valuing the type of collateral combined with the continuation of
payments from the borrower which further reduced the carrying value of the loan and leases.

          The lower calculated reserve based on the charge-off migration model, improvements in
non-performing loans and leases as well as improved collateral positions on substandard loans more
than offset the effect on the allowance calculation due to growth in the commercial and commercial
real estate categories of our loan portfolio.

          The Corporation has also revised the referenced subsection on pages 44-45 of the Amendment in
response to the Staff’s comments.

Liquidity and Capital Resources – page 38

     7. We refer to the “Deposits” section on page 14 which states you had $258 million of time
deposits composed of brokered certificates of deposits as of December 31, 2004 of which
approximately $99 million mature within the next twelve months. Considering brokered deposits are
54% of total deposits, discuss in this section the potential effects on liquidity and funding and
any contingency plans for other funding sources considering these deposits may not roll over and
continue with the bank.

          The Corporation has revised the fourth paragraph of “Liquidity and Capital Resources” on page
47 of the Amendment in response to the Staff’s comments.

Financial Statements for the Years ended December 31, 2004 and 2003 – page 49

Note 1. Summary of Significant Accounting Policies and Nature of Operations – Interest on
Loans – page 58

     8. We refer to the statement that interest on loans is accrued on a daily basis using the
simple interest method. In this regard, explain to us the basis for using this method to
record interest instead of the effective interest method prescribed by paragraph 19 of SFAS
91 computed by calculating a constant effective yield.

          The Corporation has revised the referenced footnote on page 68 of the Amendment so that it
accurately reflects the fact that the Corporation does not use the simple interest method and

Mr. Mark Webb

June 24, 2005

Page 6

does
calculate interest in accordance with SFAS 91. Furthermore, we refer you to the paragraph in Note
1 to the 2004 consolidated financial statements captioned “Loan and Lease Origination Fees.”

Note 1. Summary of Significant Accounting Policies and Nature of Operations – Derivative
Instruments – page 58

     9. We refer to your response to Comment 32 and revised disclosure in the footnote. As
requested previously, please revise here and in MD&A, as appropriate, to discuss the following
regarding how you account for derivative instruments that qualify for hedge accounting under SFAS
133:

    •

    Describe the quantitative measures of correlation you use to
assess effectiveness of each hedge on an ongoing
basis.

    •

    Disclose when you perform these assessments on an
interim or annual basis.

    •

    Disclose in what specific line items in the income statement you
present the gains and losses relating to hedge ineffectiveness in the statements of
income and explain why that presentation is appropriate.

          The Corporation has revised the last two paragraphs of the referenced footnote section on page
70 of the Amendment in response to the Staff’s comments.

Note 1. Summary of Significant Accounting Policies and Nature of Operations – Pro Forma Stock
Option Information – page 61

     10. Please explain why you do not consider expected volatility as part of the assumptions you
use for determining the fair value of the options granted using the Black-Scholes option-pricing
model. Refer to paragraph 19 and 141 of SFAS 123.

          At the time the incentive stock options were granted, the Corporation’s equity securities were
not traded in a public market, either on an exchange or in the over-the-counter
market, and the Corporation had not made a filing with a regulatory agency in preparation for
a sale of any class of equity securities in a public market. Therefore the Corporation believes
that it is to be regarded as a nonpublic entity for purposes of SFAS 123. Pursuant to paragraph 20
of SFAS 123 a nonpublic entity need not consider the expected volatility of its stock over the life
of the option. In the future, once the Corporation is considered to be a public company, then
volatility will be considered in the calculation of fair value.

Mr. Mark Webb

June 24, 2005

Page 7

Note 2. Restatement of Prior Year’ Consolidated Financial Statements – page 63

     11. Please explain in the footnote or in MD&A, as appropriate, why the major impact of the
restatement resulted in an increase in the fair value of the written option in 2003 of $1.3 million
with minimal effects in 2002.

          The Corporation has revised MD&A to provide responsive disclosure in the third paragraph of
its new section, “Written Options,” on page 35 of the Amendment.

Note 3. Written Option – page 65.

     12. We refer to your response to Comment 41. As described in your response letter, please
state in the footnote that the written Conversion Option sold to the BBG minority shareholders was
dual indexed so that the monetary value of the options:

    •

    Increased in relation to the increases in the fair value of FBSF’s common
stock a