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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
AMENDMENT NO. 1
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2004 Commission File Number: 000-30973
MBT FINANCIAL CORP.
(Exact Name of Registrant as Specified in its Charter)
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MICHIGAN 38-3516922
(State of Incorporation) (I.R.S. Employer Identification No.)
102 E. FRONT ST.
MONROE, MICHIGAN 48161
(Address of Principal Executive Offices) (Zip Code)
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Registrant's Telephone Number, Including Area Code: (734) 241-3431
Securities registered pursuant to section 12(b) of the Act: None
Securities registered pursuant to section 12(g) of the Act: Common Stock,
No Par Value
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 by check mark if disclosure of delinquent filers pursuant to item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of the Form 10-K or any of the
amendments of this Form 10-K. [X]
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Exchange Act Rule 12b-2). YES [X] NO [ ]
As of June 30, 2004, the aggregate market value of the voting stock held by
non-affiliates of the Registrant was $317,694,160.
As of March 11, 2005, there were 17,487,184 shares of Common Stock outstanding.
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EXPLANATORY NOTE
This Annual Report on Form 10-K/A amends our previously filed Annual Report on
Form 10-K for the fiscal year ended December 31, 2004. This amendment is being
filed to include the consent of our independent registered public accounting
firm to the incorporation by reference into our registration statements, as
specified in that consent, of that firm's report dated February 28, 2005, on our
financial statements, as stated in the consent. This consent was inadvertently
omitted from our Annual Report on Form 10-K filed with the Commission on March
16, 2005.
PART IV
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
EXHIBITS
The following exhibits are filed as a part of this report:
23 Consent of Independent Registered Public Accounting Firm
31.1 Certification by Chief Executive Officer required by
Securities and Exchange Commission Rule 13a-14
31.2 Certification by Chief Financial Officer required by
Securities and Exchange Commission Rule 13a-14
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
Dated: April 20, 2005 MBT FINANCIAL CORP.
By: /s/ John L. Skibski
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John L. Skibski
Chief Financial Officer
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EXHIBIT INDEX
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Exhibit Number Description of Exhibits
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23 Consent of Independent Registered Public Accounting Firm
31.1 Certification by Chief Executive Officer required by Securities and Exchange Commission
Rule 13a-14
31.2 Certification by Chief Financial Officer required by Securities and Exchange Commission
Rule 13a-14