<PAGE>

================================================================================

                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

(Mark One)

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

     For the quarterly period ended March 31, 2006

                                       Or

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

                        Commission File Number: 000-30973

                               MBT FINANCIAL CORP.
             (Exact name of registrant as specified in its charter)

<TABLE>
<S>                                                          <C>
           MICHIGAN                                              38-3516922
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)
</TABLE>

                               102 E. FRONT STREET
                             MONROE, MICHIGAN 48161
                    (Address of principal executive offices)
                                   (Zip Code)

                                 (734) 241-3431
              (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 by check mark whether the registrant is a large accelerated filer, an
accelerated filer, or a non-accelerated filer. See definition of "accelerated
filer" and "large accelerated filer" in Rule 12b-2 of the Exchange Act (check
one).

Large accelerated filer [ ]   Accelerated Filer [X]   Non-accelerated filer [ ]

Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).

Yes [ ] No [X]

As of May 8, 2006, there were 16,997,874 shares of the Corporation's Common
Stock outstanding.

================================================================================
<PAGE>

PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS

                               MBT FINANCIAL CORP.
                     CONSOLIDATED BALANCE SHEETS - UNAUDITED

<TABLE>
<CAPTION>
                                                    MARCH 31,   DECEMBER 31,
                                                      2006          2005
                                                   ----------   ------------
Dollars in thousands
<S>                                                <C>           <C>
ASSETS
Cash and Cash Equivalents
   Cash and due from banks                         $   25,182    $   32,330
   Federal funds sold                                      --         5,000
                                                   ----------    ----------
      Total cash and cash equivalents                  25,182        37,330
Securities - Held to Maturity                          67,431        76,467
Securities - Available for Sale                       424,611       444,021
Federal Home Loan Bank stock - at cost                 13,221        13,221
Loans held for sale                                       377           434
Loans - Net                                           989,176       975,252
Accrued interest receivable and other assets           66,770        65,000
Premises and Equipment - Net                           28,331        26,631
                                                   ----------    ----------
      Total assets                                 $1,615,099    $1,638,356
                                                   ==========    ==========
LIABILITIES
Deposits:
   Non-interest bearing                            $  160,177    $  178,116
   Interest-bearing                                   987,208     1,006,594
                                                   ----------    ----------
      Total deposits                                1,147,385     1,184,710
Federal Home Loan Bank advances                       256,500       256,500
Federal funds purchased                                15,300            --
Repurchase agreements                                  35,000        35,000
Interest payable and other liabilities                 11,522        10,527
                                                   ----------    ----------
      Total liabilities                             1,465,707     1,486,737
                                                   ----------    ----------
STOCKHOLDERS' EQUITY
Common stock (no par value)                                --            --
Additional paid-in capital                             12,134        14,417
Retained Earnings                                     144,030       142,205
Accumulated other comprehensive income (loss)          (6,772)       (5,003)
                                                   ----------    ----------
      Total stockholders' equity                      149,392       151,619
                                                   ----------    ----------
      Total liabilities and stockholders' equity   $1,615,099    $1,638,356
                                                   ==========    ==========
</TABLE>

The accompanying notes to consolidated financial statements are integral part of
these statements.


                                       -2-

<PAGE>

                               MBT FINANCIAL CORP.
                  CONSOLIDATED STATEMENTS OF INCOME - UNAUDITED

<TABLE>
<CAPTION>
                                                 THREE MONTHS
                                               ENDED MARCH 31,
                                              -----------------
                                                2006      2005
                                              -------   -------
Dollars in thousands, except per share data
<S>                                           <C>       <C>
INTEREST INCOME
Interest and fees on loans                    $17,169   $15,033
Interest on investment securities-
   Tax-exempt                                   1,157     1,258
   Taxable                                      5,348     4,499
Interest on federal funds sold                     54       129
                                              -------   -------
      Total interest income                    23,728    20,919
                                              -------   -------
INTEREST EXPENSE
Interest on deposits                            7,497     4,920
Interest on borrowed funds                      4,063     3,377
                                              -------   -------
      Total interest expense                   11,560     8,297
                                              -------   -------
NET INTEREST INCOME                            12,168    12,622
PROVISION FOR LOAN LOSSES                         675       600
                                              -------   -------
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES                      11,493    12,022
OTHER INCOME
Income from trust services                      1,062     1,063
Service charges and other fees                  1,464     1,307
Net gain (loss) on sales of securities             20       163
Other                                           1,038       913
                                              -------   -------
      Total other income                        3,584     3,446
                                              -------   -------
OTHER EXPENSES
Salaries and employee benefits                  5,178     4,672
Occupancy expense                                 767       949
Other                                           2,544     3,108
                                              -------   -------
      Total other expenses                      8,489     8,729
                                              -------   -------
INCOME BEFORE PROVISION
FOR INCOME TAXES                                6,588     6,739
PROVISION FOR INCOME TAXES                      1,862     1,860
                                              -------   -------
NET INCOME                                    $ 4,726   $ 4,879
                                              =======   =======
BASIC EARNINGS PER COMMON SHARE               $  0.28   $  0.28
                                              =======   =======
DILUTED EARNINGS PER COMMON SHARE             $  0.28   $  0.28
                                              =======   =======
COMMON STOCK DIVIDENDS DECLARED PER SHARE     $  0.17   $  0.16
                                              =======   =======
</TABLE>

The accompanying notes to consolidated financial statements are integral part of
these statements.


                                       -3-
<PAGE>

                               MBT FINANCIAL CORP.
                CONSOLIDATED STATEMENTS OF CASH FLOWS - UNAUDITED

<TABLE>
<CAPTION>
                                                                                        THREE MONTHS ENDED
                                                                                            MARCH 31,
                                                                                       -------------------
                                                                                         2006       2005
                                                                                       --------   --------
Dollars in thousands
<S>                                                                                    <C>        <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income                                                                             $  4,726   $  4,879
Adjustments to reconcile net income to net cash from operating activities
   Depreciation                                                                             624        792
   Provision for loan losses                                                                675        600
   Increase in net deferred Federal income tax asset                                       (241)        --
   Net amortization of investment premium and discount                                       32         49
   Net increase in interest payable and other liabilities                                   999      1,224
   Net (increase) decrease in interest receivable and other assets                           64     (1,545)
   Equity Compensation                                                                      120         --
   Net gain on sales of securities                                                          (20)      (163)
   Increase in cash surrender value of life insurance                                      (283)      (274)
                                                                                       --------   --------
      Net cash provided by operating activities                                        $  6,696   $  5,562
                                                                                       --------   --------
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from maturities and redemptions of investment securities held to maturity     $  9,148   $  5,271
Proceeds from maturities and redemptions of investment securities available for sale      1,620     35,362
Proceeds from sales of investment securities held to maturity                                --      2,994
Proceeds from sales of investment securities available for sale                          15,055     13,315
Net (increase) decrease in loans                                                        (14,542)     3,366
Proceeds from sales of other real estate owned                                              555      1,289
Purchase of investment securities held to maturity                                         (111)      (550)
Purchase of investment securities available for sale                                         --    (75,526)
Purchase of bank premises and equipment                                                  (3,214)    (1,277)
                                                                                       --------   --------
      Net cash used for investing activities                                           $  8,511   $(15,756)
                                                                                       --------   --------
CASH FLOWS FROM FINANCING ACTIVITIES
Net decrease in deposits                                                               $(37,325)  $ (1,318)
Net increase in Federal funds purchased                                                  15,300      1,300
Proceeds from issuance of common stock                                                       96        896
Repurchase of common stock                                                               (2,503)    (1,119)
Dividends paid                                                                           (2,923)    (2,794)
                                                                                       --------   --------
      Net cash provided by financing activities                                        $(27,355)  $ (3,035)
                                                                                       --------   --------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                                   $(12,148)  $(13,229)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                                         37,330     34,540
                                                                                       --------   --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD                                             $ 25,182   $ 21,311
                                                                                       ========   ========
</TABLE>

The accompanying notes to consolidated financial statements are integral part of
these statements.


                                       -4-

<PAGE>

                               MBT FINANCIAL CORP.
     CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - UNAUDITED

<TABLE>
<CAPTION>
                                                                                ACCUMULATED
                                                       ADDITIONAL                  OTHER
                                                         PAID-IN    RETAINED   COMPREHENSIVE
                                                         CAPITAL    EARNINGS   INCOME (LOSS)     TOTAL
                                                       ----------   --------   -------------   --------
Dollars in thousands
<S>                                                    <C>          <C>        <C>             <C>
BALANCE - JANUARY 1, 2006                                $14,417    $142,205      $(5,003)     $151,619
Repurchase of Common Stock (144,100 shares)               (2,503)         --           --        (2,503)
Issuance of Common Stock
   Stock options exercised (2,666 shares)                     35          --           --            35
   Other stock issued (3,488 shares)                          61          --           --            61
Tax benefit from exercise of options                           4          --                          4
Equity Compensation                                          120          --           --           120
Dividends declared ($0.17 per share)                          --      (2,901)          --        (2,901)
Comprehensive income:
   Net income                                                 --       4,726           --         4,726
   Change in net unrealized loss on securities
      available for sale - Net of tax effect of $953          --          --       (1,769)       (1,769)
                                                         -------    --------      -------      --------
         Total Comprehensive Income                           --       4,726       (1,769)        2,957
                                                         -------    --------      -------      --------
BALANCE - MARCH 31, 2006                                 $12,134    $144,030      $(6,772)     $149,392
                                                         =======    ========      =======      ========
</TABLE>

The accompanying notes to consolidated financial statements are integral part of
these statements.


                                       -5-

<PAGE>

                               MBT FINANCIAL CORP.
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

1. BASIS OF PRESENTATION AND ACCOUNTING POLICIES

The unaudited consolidated financial statements include the accounts of MBT
Financial Corp. (the "Corporation") and its subsidiary, Monroe Bank & Trust (the
"Bank"). The Bank includes the accounts of its wholly owned subsidiaries, MBT
Credit Company, Inc. and MB&T Financial Services, Inc. The Bank operates twenty
branches in Monroe County, Michigan and five branches in Wayne County, Michigan.
MBT Credit Company, Inc. operates a mortgage loan office in Monroe County. The
Bank's primary source of revenue is from providing loans to customers, who are
predominantly small and middle-market businesses and middle-income individuals.
The Corporation's sole business segment is community banking.

The accounting and reporting policies of the Bank conform to practice within the
banking industry and are in accordance with accounting principles generally
accepted in the United States. 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 reporting period. Actual results could differ from those estimates.
Material estimates that are particularly susceptible to significant changes in
the near term are the determination of the allowance for loan losses and the
valuation of other real estate owned.

The accompanying unaudited consolidated financial statements of the Corporation
have been prepared in accordance with the instructions to Form 10-Q.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
However, such information reflects all adjustments (consisting of normal
recurring adjustments), which are, in the opinion of Management, necessary for
fair statement of results for the interim periods.

The significant accounting policies are as follows:

PRINCIPLES OF CONSOLIDATION

The consolidated financial statements include the accounts of the Corporation
and its subsidiary. All material intercompany transactions and balances have
been eliminated. Certain prior period amounts have been reclassified to conform
to the current period presentation.

COMPREHENSIVE INCOME

Accounting principles generally require that revenue, expenses, gains, and
losses be included in net income. Certain changes in assets and liabilities,
however, such as unrealized gains and losses on securities available for sale,
are reported as a separate component of the equity section of the balance sheet.
Such items, along with net income, are components of comprehensive income.

BUSINESS SEGMENTS

While the Corporation's chief decision makers monitor the revenue streams of
various products and services, operations are managed and financial performance
is evaluated on a company wide basis. Accordingly, all of the Corporation's
operations are considered by management to be aggregated in one reportable
segment.


                                       -6-

<PAGE>

                               MBT FINANCIAL CORP.
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                   (CONTINUED)

STOCK-BASED COMPENSATION

On January 1, 2006, the Company adopted SFAS 123(R), "Accounting for Stock Based
Compensation" for all share based payments to employees, including grants of
stock options and restricted stock units. The amount of compensation is measured
at the fair value of the options when granted, and this cost is expensed over
the required service period, which is normally the vesting period of the
options.

SFAS 123(R) applies to awards granted or modified after January 1, 2006.
Compensation cost is also recorded for prior option grants that vest after the
date of adoption.

The Company's as reported and pro forma earnings information for the quarter
ended March 31 were as follows:

<TABLE>
<CAPTION>
                                                         Three Months
                                                       Ended March 31,
                                                       ---------------
Dollars in thousands, except per share data             2006     2005
-------------------------------------------            ------   ------
<S>                                                    <C>      <C>
   Net Income as Reported                              $4,726   $4,879
   Add:  Stock based compensation determined
         under the fair value method, net of related
         tax effects included in Net Income            $   78   $   --
   Less: Stock based compensation determined
         under the fair value method, net of related
         tax effects included in Net Income            $  (78)  $ (115)
                                                       ------   ------
   Pro Forma Net Income                                $4,726   $4,764
                                                       ======   ======
Earnings per Share as Reported
   Basic                                               $ 0.28   $ 0.28
   Diluted                                             $ 0.28   $ 0.28
Pro Forma Earnings per Share
   Basic                                               $ 0.28   $ 0.27
   Diluted                                             $ 0.28   $ 0.27
</TABLE>

Compensation expense in the pro forma disclosures is not indicative of future
amounts, as options vest over several years and additional grants are generally
made each year.

The weighted average fair value of options granted was $3.61 in 2006 and $5.10
in 2005. The fair value of each option grant is estimated on the date of the
grant using the Black-Scholes option pricing model with the following
assumptions: expected option lives of seven years for both years; expected
volatility of 22.9% in 2006 and 24.3% in 2005; and risk-free interest rates of
4.5% in 2006 and 3.8% in 2005.


                                      -7-

<PAGE>

                               MBT FINANCIAL CORP.
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                   (CONTINUED)

2. EARNINGS PER SHARE

The calculation of net income per common share for the three months ended March
31 is as follows:

<TABLE>
<CAPTION>
                                                     2006          2005
                                                 -----------   -----------
<S>                                              <C>           <C>
BASIC
   Net income                                    $ 4,726,000   $ 4,879,000
   Less preferred dividends                               --            --
                                                 -----------   -----------
   Net income applicable to common stock         $ 4,726,000   $ 4,879,000
                                                 -----------   -----------
   Average common shares outstanding              17,111,913    17,498,000
                                                 -----------   -----------
   Earnings per common share - basic             $      0.28   $      0.28
                                                 ===========   ===========
</TABLE>

<TABLE>
<CAPTION>
                                                     2006          2005
                                                 -----------   -----------
<S>                                              <C>           <C>
DILUTED
   Net income                                    $ 4,726,000   $ 4,879,000
   Less preferred dividends                               --            --
                                                 -----------   -----------
   Net income applicable to common stock         $ 4,726,000   $ 4,879,000
                                                 -----------   -----------
   Average common shares outstanding              17,111,913    17,498,000
                                                 -----------   -----------
   Stock option adjustment                            50,824        95,705
                                                 -----------   -----------
   Average common shares outstanding - diluted    17,162,737    17,593,705
                                                 -----------   -----------
   Earnings per common share - diluted           $      0.28   $      0.28
                                                 ===========   ===========
</TABLE>

The following table summarizes the options that have been granted to
non-employee directors and certain key executives in accordance with the
Long-Term Incentive Compensation Plan that was approved by shareholders at the
Annual Meeting of Shareholders on April 6, 2000.

<TABLE>
<CAPTION>
                                                 Weighted Average
                                        Shares    Exercise Price
                                       -------   ----------------
<S>                                    <C>       <C>
Options Outstanding, January 1, 2006   432,642        $17.99
Granted                                 86,000         16.24
Exercised                                2,666         13.20
Forfeited                                2,500         20.72
                                       -------        ------
Options Outstanding, March 31, 2006    513,476        $17.71
                                       -------        ------
Options Exercisable, March 31, 2006    299,655        $16.56
                                       -------        ------
</TABLE>

On January 3, 2006, performance restricted stock units were awarded to certain
key executives in accordance with the Long-Term Incentive Compensation Plan that
was approved by shareholders at the Annual Meeting of Shareholders on April 6,
2000. Each performance stock unit (PSU) is equivalent to one share of MBT
Financial Corp. common stock. Stock will be issued to the participants following
a three year performance period that ends on December 31, 2008 based on the
cumulative earnings per share during that three year period. The PSUs vest on
December 31, 2008. There were 21,800 PSUs granted, and none will be considered
vested and earned for payment if the company's three year cumulative earnings
per share is less than $4.06.

3. LOANS

The Bank grants commercial, consumer, and mortgage loans primarily to customers
in Monroe County, Michigan, southern Wayne County, Michigan, and surrounding
areas. Although the Bank has a diversified loan portfolio, a substantial portion
of its debtors' ability to honor their contracts is dependent on the automotive,
manufacturing, and real estate development economic sectors.


                                       -8-
<PAGE>

                               MBT FINANCIAL CORP.
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                   (CONTINUED)

Loans consist of the following (000s omitted):

<TABLE>
<CAPTION>
                                                March 31,   December 31,
                                                  2006          2005
                                               ----------   ------------
<S>                                            <C>          <C>
Real estate loans                              $  840,127     $813,953
Loans to finance agricultural production and
   other loans to farmers                           3,780        3,519
Commercial and industrial loans                    93,139      100,289
Loans to individuals for household, family,
   and other personal expenditures                 67,013       71,244
All other loans (including overdrafts)                704        1,635
                                               ----------     --------
      Total loans, gross                        1,004,763      990,640
      Less: Deferred loan fees                      1,383        1,763
                                               ----------     --------
      Total loans, net of deferred loan fees    1,003,380      988,877
      Less: Allowance for loan losses              14,204       13,625
                                               ----------     --------
                                               $  989,176     $975,252
                                               ==========     ========
</TABLE>

Loans are placed in a nonaccrual status when, in the opinion of Management, the
collection of additional interest is doubtful. All loan relationships over
$250,000 that are classified by Management as nonperforming are reviewed for
impairment. Allowances for loans determined to be impaired are included in the
allowance for loan losses. All cash received on nonaccrual loans is applied to
the principal balance. Nonperforming assets consist of nonaccrual loans, loans
90 days or more past due, restructured loans, and other real estate owned. Other
real estate owned includes real estate that has been acquired in full or partial
satisfaction of loan obligations or upon foreclosure and real estate that the
bank has purchased but no longer intends to use for bank premises.

The following table summarizes nonperforming assets (000's omitted):

<TABLE>
<CAPTION>
                                       March 31,   December 31,
                                          2006         2005
                                       ---------   ------------
<S>                                    <C>         <C>
Nonaccrual loans                        $16,553       $16,212
Loans 90 days past due                       91           101
Restructured loans                        1,847         1,813
                                        -------       -------
   Total nonperforming loans            $18,491       $18,126
Other real estate owned                   8,395         8,336
                                        -------       -------
   Total nonperforming assets           $26,886       $26,462
                                        =======       =======
Nonperforming assets to total assets       1.66%         1.62%
Allowance for loan losses to
   nonperforming assets                   52.83%        51.49%
</TABLE>


                                       -9-

<PAGE>

                               MBT FINANCIAL CORP.
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                   (CONTINUED)

4. ALLOWANCE FOR LOAN LOSSES

Activity in the allowance for loan losses was as follows (000's omitted):

<TABLE>
<CAPTION>
                                    March 31,   December 31,
                                       2006         2005
                                    ---------   ------------
<S>                                 <C>         <C>
Balance beginning of year            $13,625       $13,800
Provision for loan losses                675         6,906
Loans charged off                       (744)       (9,340)
Transfer to establish reserve for
   unfunded loan commitments              --          (275)
Recoveries                               648         2,534
                                     -------       -------
Balance end of period                $14,204       $13,625
                                     =======       =======
</TABLE>

For each period, the provision for loan losses in the income statement is based
on Management's estimate of the amount required to maintain an adequate
Allowance for Loan Losses.

To serve as a basis for making this provision, the Bank maintains an extensive
credit risk monitoring process that considers several factors including: current
economic conditions affecting the Bank's customers, the payment performance of
individual loans and pools of homogeneous loans, portfolio seasoning, changes in
collateral values, and detailed reviews of specific loan relationships. For
loans deemed to be impaired due to an expectation that all contractual payments
will probably not be received, impairment is measured by comparing the Bank's
recorded investment in the loan to the present value of expected cash flows
discounted at the loan's effective interest rate, or the fair value of the
collateral, or the loan's observable market price.

The provision for loan losses increases the Allowance for Loan Losses, a
valuation account which is netted against loans on the consolidated statements
of condition. When it is determined that a customer will not repay a loan, the
loan is charged off, reducing the Allowance for Loan Losses. If, subsequent to a
charge off, the Bank is able to collect additional amounts from the customer or
sell collateral worth more than earlier estimated, a recovery is recorded.


                                      -10-
<PAGE>

                               MBT FINANCIAL CORP.
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                   (CONTINUED)

5. INVESTMENT SECURITIES

The following is a summary of the Bank's investment securities portfolio as of
March 31, 2006 and December 31, 2005 (000's omitted):

<TABLE>
<CAPTION>
                                               March 31, 2006            December 31, 2005
                                          ------------------------   ------------------------
                                          Amortized     Estimated    Amortized     Estimated
                                             Cost     Market Value      Cost     Market Value
                                          ---------   ------------   ---------   ------------
<S>                                       <C>         <C>            <C>         <C>
Held to Maturity
Obligations of U.S. Government Agencies    $    11       $    11      $    11       $    12
Obligations of States and Political
   Subdivisions                             67,420        68,086       76,456        77,293
Other Securities                                --            --           --            --
                                           -------       -------      -------       -------
                                           $67,431       $68,097      $76,467       $77,305
                                           =======       =======      =======       =======
</TABLE>

<TABLE>
<CAPTION>
                                               March 31, 2006            December 31, 2005
                                          ------------------------   ------------------------
                                          Amortized     Estimated    Amortized     Estimated
                                             Cost     Market Value      Cost     Market Value
                                          ---------   ------------   ---------   ------------
<S>                                       <C>         <C>            <C>         <C>
Available for Sale
Obligations of U.S. Government Agencies    $343,278     $333,483      $358,412     $351,074
Obligations of States and Political
   Subdivisions                              24,664       24,478        26,206       26,081
Other Securities                             67,086       66,650        67,098       66,866
                                           --------     --------      --------     --------
                                           $435,028     $424,611      $451,716     $444,021
                                           ========     ========      ========     ========
</TABLE>

The increase in unrealized losses on investment securities is primarily the
result of increases in market interest rates and not the result of credit
quality of the issuers of the securities. The company has the ability and intent
to hold these securities until recovery, which may be until maturity.

6. FINANCIAL INSTRUMENTS WITH OFF-BALANCE SHEET RISK

The Bank is a party to financial instruments with off-balance sheet risk in the
normal course of business to meet the financing needs of its customers. These
financial instruments include commitments to extend credit and standby letters
of credit. Those instruments involve, to varying degrees, elements of credit and
interest rate risk in excess of the amount recognized in the consolidated
statements of condition.

The Bank's exposure to credit loss in the event of nonperformance by the other
party to the financial instrument for commitments to extend credit and standby
letters of credit is represented by the contractual amount of those instruments.
The Bank uses the same credit policies in making commitments and conditional
obligations as it does for its other lending activities.

Financial instruments whose contractual amounts represent off-balance sheet
credit risk were as follows (000s omitted):

<TABLE>
<CAPTION>
                                                                CONTRACTUAL AMOUNT
                                                             ------------------------
                                                             MARCH 31,   DECEMBER 31,
                                                                2006         2005
                                                             ---------   ------------
<S>                                                          <C>         <C>
Commitments to extend credit:
   Unused portion of commercial lines of credit               $112,810     $130,496
   Unused portion of credit card lines of credit                 7,719        7,529
   Unused portion of home equity lines of credit                20,476       20,258
Standby letters of credit and financial guarantees written      12,368       12,736
</TABLE>


                                      -11-

<PAGE>

                               MBT FINANCIAL CORP.
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                   (CONTINUED)

Commitments to extend credit are agreements to lend to a customer as long as
there is no violation of any condition established in the contract. Most
commercial lines of credit are secured by real estate mortgages or other
collateral, and generally have fixed expiration dates or other termination
clauses. Since the lines of credit may expire without being drawn upon, the
total committed amounts do not necessarily represent future cash requirements.
Credit card lines of credit have various established expiration dates, but are
fundable on demand. Home equity lines of credit are secured by real estate
mortgages, a majority of which have ten year expiration dates, but are fundable
on demand. The Bank evaluates each customer's creditworthiness on a case-by-case
basis. The amount of the collateral obtained, if deemed necessary by the Bank
upon extension of credit, is based on Management's credit evaluation of the
counterparty.

Standby letters of credit written are conditional commitments issued by the Bank
to guarantee the performance of a customer to a third party. Those guarantees
are primarily issued to support public and private borrowing arrangements and
other business transactions.

ITEM 1A. RISK FACTORS

None.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

General

MBT Financial Corp. (the "Company) is a bank holding company with one
subsidiary, Monroe Bank & Trust ("the Bank"). The Bank is a commercial bank with
two wholly owned subsidiaries, MBT Credit Company, Inc. and MB&T Financial
Services. MBT Credit Company, Inc. conducts lending operations for the Bank and
MB&T Financial Services is an insurance agency which sells insurance policies to
the Bank. The Bank operates 20 branch offices in Monroe County, Michigan and 5
offices in Wayne County, Michigan. The Bank's primary source of income is
interest income on its loans and investments and its primary expense is interest
expense on its deposits and borrowings.

Certain statements contained herein are not based on historical facts and are
"forward-looking statements" within the meaning of Section 21A of the Securities
Exchange Act of 1934. Forward-looking statements which are based on various
assumptions (some of which are beyond the Corporation's control), may be
identified by reference to a future period or periods, or by the


                                      -12-

<PAGE>

use of forward-looking terminology, such as "may," "will," "believe," "expect,"
"estimate," "anticipate," "continue," or similar terms or variations on those
terms, or the negative of these terms. Actual results could differ materially
from those set forth in forward-looking statements, due to a variety of factors,
including, but not limited to, those related to the economic environment,
particularly in the market areas in which the company operates, competitive
products and pricing, fiscal and monetary policies of the U.S. Government,
changes in government regulations affecting financial institutions, including
regulatory fees and capital requirements, changes in prevailing interest rates,
acquisitions and the integration of acquired businesses, credit risk management,
asset/liability management, the financial and securities markets and the
availability of and costs associated with sources of liquidity.

The Corporation does not undertake, and specifically disclaims any obligation,
to publicly release the result of any revisions which may be made to any
forward-looking statements to reflect the occurrence of anticipated or
unanticipated events or circumstances after the date of such statements.

Financial Condition

During the first three months of 2006, the Bank's deposits decreased $37.3
million, or 3.2%. The Bank typically experiences deposit growth in the fourth
quarter as its municipal customers deposit property tax collections. These
deposits are generally short term, with most of them leaving the Bank in the
first quarter this year.

Since December 31, 2005, total loans increased $14.5 million (1.5%), total cash
and investments decreased $40.6 million (7.1%), and total assets decreased $23.3
million (1.4%). Loan growth efforts are focused on real estate secured loans,
particularly home equity lending. Due to increasing costs of deposits and strong
competition for deposit products, we are funding loan growth with investment
maturities and sales.

Total stockholders' equity decreased $2.2 million during the quarter even though
retained earnings increased $1.8 million. The unrealized loss on securities
available for sale increased $1.8 million due to the increase in interest rates.
The Additional paid in capital decreased $2.3 million primarily due to the
repurchase of 144,100 shares of our stock during the quarter.

The amount of nonperforming assets ("NPAs") increased $424,000 or 1.6% since
year end. The Allowance for Loan and Lease Losses (ALLL) increased $579,000
since December 31, 2005 and is now 1.42% of loans, compared to 1.38% at year
end. The ALLL is now 52.8% of NPAs, an increase from 51.5% at year end. Because
a significant portion of the Bank's lending is secured by real estate, we
believe that at this level the ALLL adequately estimates the losses in the loan
portfolio. We expect asset quality to gradually improve over the next several
quarters.

Results of Operations - First Quarter 2006 vs. First Quarter 2005

Net Interest Income - A comparison of the income statements for the three months
ended March 31, 2006 and 2005 shows a decrease of $454,000, or 3.6% in Net
Interest Income. Interest income on loans increased $2.1 million or 14.2% as the
average loans outstanding increased $47.8 million and the average yield on loans
increased from 6.42% to 6.98%. Interest income on investments and fed funds sold
increased $673,000 as the average amount of investments and fed funds sold
increased $6.4 million and the yield on these assets increased from 4.54% to
5.00%. The yields on assets increased slightly due to the increases in market
interest rates. The shorter term market interest rates increased more rapidly
than the longer term rates, which caused funding costs to rise faster than asset
yields. The interest expense on deposits increased $2.6 million, or 52.4% as
average deposits increased $54.3 million and the average cost of those deposits
increased from 1.79% to 2.59%. The cost of borrowed funds increased $686,000 as
the average amount of borrowed funds increased $12.4 million and the average
cost of the


                                      -13-

<PAGE>

borrowings increased from 4.75% to 5.48%. The fed rate increases that began late
in the second quarter of 2004 and continued through the first quarter of 2006
had a positive impact on our income as our loan portfolio contains approximately
$250 million of variable rate, prime indexed loans and our investment portfolio
contains about $50 million in LIBOR based floating rate securities. The increase
in interest rates only affected short term rates, and this flattening of the
yield curve prevented our loan and investment yields from increasing more.

Provision for Loan Losses - The Provision for Loan Losses increased from
$600,000 in the first quarter of 2005 to $675,000 in the first quarter of 2006.
Although net charge offs during the first quarter of 2006 were only $96,000, the
increase in the provision was necessary to maintain an adequate ALLL as the loan
portfolio continues to grow. Each quarter, the Bank conducts a review and
analysis of its ALLL. This analysis involves specific allocations for impaired
credits and a general allocation for losses expected based on historical
experience adjusted for current conditions.

Other Income - Non interest income for the first quarter of 2006 increased
$138,000 or 4.0% compared to the same period of 2005. The table below compares
the components of Other Income for the two quarters:

<TABLE>
<CAPTION>
                                           Quarters Ended
                                       ---------------------
(Dollars in Thousands)                 3/31/2006   3/31/2005   % Change
                                       ---------   ---------   --------
<S>                                    <C>         <C>         <C>
Trust Income                             $1,062      $1,063      -0.1%
Deposit Account Service Charges             275         317     -13.2%
Other Deposit Account Related Fees        1,189         990      20.1%
Origination Fees/Gains on Loans Sold        141         107      31.8%
Gains on Securities Transactions             20         163     -87.7%
BOLI Earnings                               283         274       3.3%
Other Income                                614         532      15.4%
                                         ------      ------     -----
                                         $3,584      $3,446       4.0%
</TABLE>

The Deposit Account Service Charges decreased as more customers moved to our
free checking product that was introduced in 2004. Also, as interest rates rise,
the earnings credit on business accounts offset more of the service charge
income. Other Deposit Account Related Fees, which primarily consists of NSF and
Stop Payment fees increased $199,000, or 20.1%. Origination Fees and Gains on
Mortgage Loans Sold increased as the low mortgage rates have kept mortgage loan
activity strong. Other income increased due to increased ATM and debit card
activity.

Other Expenses - Total non interest expenses decreased $240,000, or 2.7%
compared to the first quarter of 2005. Salaries and Employee Benefits increased
$506,000, or 10.8%, as the number of full time equivalent employees increased
3.0% from 404 to 416. Also, the incentive compensation accrual increased
$191,000 and the adoption of FAS 123(R) required expensing $120,000 for our
stock based compensation plan. Occupancy Expense decreased $182,000, or 19.2%,
compared to the first quarter of 2004. In the first quarter of 2005 the Bank
accelerated the depreciation of a parking lot that is now the site of our future
headquarters building. Other Expenses decreased $564,000 or 18.1% primarily due
to decreases of $191,000 in OREO expenses, $149,000 in professional fees, and
$83,000 in collection expenses.

As a result of the above activity, Income Before Provision for Income Taxes
decreased $151,000, or 2.2%. The Provision for Income Taxes increased $2,000, or
0.1%, and reflects an effective tax rate of 28.3% compared to the effective tax
rate of 27.6% in the first quarter of 2005. The increase in the cost of funds
and the decrease in tax exempt interest income caused the increase in the
effective tax rate. Net Income decreased $153,000, or 3.1% compared to the first
quarter of 2005.


                                      -14-
<PAGE>

Liquidity and Capital

The Corporation has maintained sufficient liquidity to fund its loan growth and
allow for fluctuations in deposit levels. Internal sources of liquidity are
provided by the maturities of loans and securities as well as holdings of
securities Available for Sale. External sources of liquidity include a line of
credit with the Federal Home Loan Bank of Indianapolis, the Federal funds lines
that have been established with correspondent banks, and Repurchase Agreements
with money center banks that allow us to pledge securities as collateral for
borrowings. As of March 31, 2006, the Bank utilized $256.5 million of its
authorized limit of $275 million with the Federal Home Loan Bank of Indianapolis
and $15.3 million of its $110 million of federal funds lines with its
correspondent banks.

Total stockholders' equity of the Corporation was $149.4 million at March 31,
2006 and $151.6 million at December 31, 2005. The ratio of equity to assets was
9.2% at March 31, 2006 and 9.3% at December 31, 2005. Federal bank regulatory
agencies have set capital adequacy standards for Total Risk Based Capital, Tier
1 Risk Based Capital, and Leverage Capital. These standards require banks to
maintain Leverage and Tier 1 ratios of at least 4% and a Total Capital ratio of
at least 8% to be adequately capitalized. The regulatory agencies consider a
bank to be well capitalized if its Total Risk Based Capital is at least 10% of
Risk Weighted Assets, Tier 1 Capital is at least 6% of Risk Weighted Assets, and
Leverage Capital Ratio is at least 5%.

The following table summarizes the capital ratios of the Corporation:

<TABLE>
<CAPTION>
                            March 31,   December 31,   Minimum to be Well
                               2006         2005           Capitalized
                            ---------   ------------   ------------------
<S>                         <C>         <C>            <C>
Leverage Capital               9.6%          9.6%              5.0%
Tier 1 Risk Based Capital     13.7%         13.7%              6.0%
Total Risk Based Capital      14.9%         15.0%             10.0%
</TABLE>

At March 31, 2006 and December 31, 2005, the Bank was in compliance with the
capital guidelines and is considered "well-capitalized" under regulatory
standards.

Market risk for the Bank, as is typical for most banks, consists mainly of
interest rate risk and market price risk. The Bank's earnings and the economic
value of its equity are exposed to interest rate risk and market price risk, and
monitoring this risk is the responsibility of the Asset/Liability Management
Committee (ALCO) of the Bank. The Bank's market risk is monitored monthly and it
has not changed significantly since year-end 2005.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Bank faces market risk to the extent that the fair values of its financial
instruments are affected by changes in interest rates. The Bank does not face
market risk due to changes in foreign currency exchange rates, commodity prices,
or equity prices. The asset and liability management process of the Bank seeks
to monitor and manage the amount of interest rate risk. This is accomplished by
analyzing the differences in repricing opportunities for assets and liabilities,
by simulating operating results under varying interest rate scenarios, and by
estimating the change in the net present value of the Bank's assets and
liabilities due to interest rate changes.

Each month, the Asset and Liability Committee (ALCO), which includes the senior
management of the Bank, estimates the effect of interest rate changes on the
projected net interest income of the Bank. The sensitivity of the Bank's net
interest income to changes in interest rates is measured by using a computer
based simulation model to estimate the impact on earnings of a gradual increase
or decrease of 100 basis points in the prime rate. The net interest income
projections are compared to a base case projection, which assumes no changes in
interest rates.


                                      -15-

<PAGE>

The Bank's ALCO has established limits in the acceptable amount of interest rate
risk, as measured by the change in the Bank's projected net interest income, in
its policy. Throughout the first three months of 2006, the estimated variability
of the net interest income was within the Bank's established policy limits.

The ALCO also monitors interest rate risk by estimating the effect of changes in
interest rates on the economic value of the Bank's equity each month. The actual
economic value of the Bank's equity is first determined by subtracting the fair
value of the Bank's liabilities from the fair value of the Bank's assets. The
fair values are determined in accordance with Statement of Financial Accounting
Standards Number 107, Disclosures about Fair Value of Financial Instruments. The
Bank estimates the interest rate risk by calculating the effect of market
interest rate shocks on the economic value of its equity. For this analysis, the
Bank assumes immediate parallel shifts of plus or minus 100 and 200 basis points
in interest rates. The discount rates used to determine the present values of
the loans and deposits, as well as the prepayment rates for the loans, are based
on Management's expectations of the effect of the rate shock on the market for
loans and deposits.

The Bank's ALCO has established limits in the acceptable amount of interest rate
risk, as measured by the change in economic value of the Bank's equity, in its
policy. Throughout the first three months of 2006, the estimated variability of
the economic value of equity was within the Bank's established policy limits.

The Bank's interest rate risk, as measured by the net interest income and
economic value of equity simulations, has not changed significantly from
December 31, 2005.

ITEM 4. CONTROLS AND PROCEDURES

The Company carried out an evaluation, under the supervision and with the
participation of the Company's management, including the Company's Chief
Executive Officer and Chief Financial Officer, of the effectiveness of the
design and operation of the Company's disclosure controls and procedures as of
March 31, 2006, pursuant to Exchange Act Rule 13a-15. Based upon that
evaluation, the Chief Executive Officer and Chief Financial Officer concluded
that the Company's disclosure controls and procedures were effective as of March
31, 2006, in alerting them in a timely manner to material information relating
to the Company (including its consolidated subsidiaries) required to be included
in the Company's periodic SEC filings.

There was no change in the Company's internal control over financial reporting
that occurred during the Company's fiscal quarter ended March 31, 2006, that has
materially affected, or is reasonably likely to materially affect, the Company's
internal control over financial reporting.


                                      -16-

<PAGE>

PART II OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

MBT Financial Corp. and its subsidiaries are not a party to, nor is any of their
property the subject of any material legal proceedings other than ordinary
routine litigation incidental to their respective businesses, nor are any such
proceedings known to be contemplated by governmental authorities.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

The following table summarizes the repurchase activity of the Company's stock
during the three months ended March 31, 2006:

<TABLE>
<CAPTION>
                                                                       Total Number of Shares     Maximum Number of
                                                            Average     Purchased as Part of     Shares that May Yet
                                        Total Number of   Price Paid     Publicly Announced       Be Purchased Under
                                       Shares Purchased    per Share      Plans or Programs     the Plans or Programs
                                       ----------------   ----------   ----------------------   ---------------------
<S>                                    <C>                <C>          <C>                      <C>
January 1, 2006 - January 31, 2006          105,000         $17.55             105,000                1,895,000
February 1, 2006 - February 28, 2006         19,400         $16.90              19,400                1,875,600
March 1, 2006 - March 31, 2006               19,700         $16.87              19,700                1,855,900
                                            -------         ------             -------
Total                                       144,100         $17.37             144,100
</TABLE>

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None

ITEM 5. OTHER INFORMATION

No matters to be reported.

ITEM 6. EXHIBITS

The following exhibits are filed as a part of this report:

<TABLE>
<S>    <C>
3.1    Restated Articles of Incorporation of MBT Financial Corp. Previously
       filed as Exhibit 3.1 to MBT Financial Corp.'s Form 10-K for its fiscal
       year ended December 31, 2000.

3.2    Amended and Restated Bylaws of MBT Financial Corp. Previously filed as
       Exhibit 3.2 to MBT Financial Corp.'s Form 10-K for its fiscal year ended
       December 31, 2004.

10.1   Form of Agreement entered into with certain executive officers of MBT
       Financial Corp. previously filed as Exhibit 10 to MBT Financial Corp.'s
       Current Report on Form 8-K filed with the SEC on February 1, 2006.

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.

32.1   Certification by Chief Executive Officer pursuant to 18 U.S.C. Section
       1350, as enacted pursuant to Section 906 of the Sarbanes-Oxley Act of
       2002.
</TABLE>


                                      -17-

<PAGE>

<TABLE>
<S>    <C>
32.2   Certification by Chief Financial Officer pursuant to 18 U.S.C. Section
       1350, as enacted pursuant to Section 906 of the Sarbanes-Oxley Act of
       2002.
</TABLE>

                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                        MBT Financial Corp.
                                        (Registrant)


May 8, 2006                             /s/ H. Douglas Chaffin
Date                                    ----------------------------------------
                                        H. Douglas Chaffin
                                        President &
                                        Chief Executive Officer


May 8, 2006                             /s/ John L. Skibski
Date                                    ----------------------------------------
                                        John L. Skibski
                                        Executive Vice President and
                                        Chief Financial Officer


                                      -18-

<PAGE>

                                  EXHIBIT INDEX

<TABLE>
<CAPTION>
Exhibit Number   Description of Exhibits
--------------   -----------------------
<S>              <C>
3.1              Restated Articles of Incorporation of MBT Financial Corp.
                 Previously filed as Exhibit 3.1 to MBT Financial Corp.'s Form
                 10-K for its fiscal year ended December 31, 2000.

3.2              Amended and Restated Bylaws of MBT Financial Corp. Previously
                 filed as Exhibit 3.2 to MBT Financial Corp.'s Form 10-K for its
                 fiscal year ended December 31, 2004.

10.1             Form of agreement entered into with certain executive officers
                 of MBT Financial Corp. previously filed as Exhibit 10 to MBT
                 Financial Corp.'s Current Report on Form 8-K filed with the SEC
                 on February 1, 2006.

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.

32.1             Certification by Chief Executive Officer pursuant to 18 U.S.C.
                 Section 1350, as enacted pursuant to Section 906 of the
                 Sarbanes-Oxley Act of 2002.

32.2             Certification by Chief Executive Officer pursuant to 18 U.S.C.
                 Section 1350, as enacted pursuant to Section 906 of the
                 Sarbanes-Oxley Act of 2002.
</TABLE>