##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
  þ
    
    Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 For the quarterly period ended March 31, 2009
 Or
 o
    
    Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 Commission File Number: 000-30973
 MBT FINANCIAL CORP.
  Michigan
    
    38-3516922(State or other jurisdiction of
    
    (I.R.S. Employerincorporation or organization)
    
    Identification No.)
 102 E. Front Street
Monroe, Michigan 48161
 (734) 241-3431
 þ o
 o o
  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer   o
(Do not check if a smaller reporting company)
    
    Smaller Reporting Company o
 o þ
 .




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TABLE OF CONTENTS  Part I Financial InformationItem 1. Financial StatementsCONSOLIDATED BALANCE SHEETSCONSOLIDATED STATEMENTS OF INCOME  UNAUDITEDCONSOLIDATED STATEMENTS OF CASH FLOWS  UNAUDITEDCONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY  UNAUDITEDNOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)Item 2. Managements Discussion and Analysis of Financial Condition and Results of OperationsItem 3. Quantitative and Qualitative Disclosures about Market RiskItem 4. Controls and ProceduresPart II Other InformationItem 1. Legal ProceedingsItem 1A. Risk FactorsItem 2. Unregistered Sales of Equity Securities and Use of ProceedsItem 3. Defaults Upon Senior SecuritiesItem 4. Submission of Matters to a Vote of Security HoldersItem 5. Other InformationItem 6. ExhibitsSignaturesExhibit IndexEX-10.2EX-10.3EX-10.4EX-10.5EX-31.1EX-31.2EX-32.1EX-32.2    Table of Contents  
 Part I Financial Information
 
 Item 1. Financial Statements
 MBT FINANCIAL CORP.
 
  March 31, 2009Dollars in thousands
    
    (Unaudited)
    
    December 31, 2008ASSETSCash and Cash EquivalentsCash and due from banksNon-interest bearing
    
    $
    15,390
    
    
    $
    24,463Interest bearing
    
    
    6,809
    
    
    
    26,323Total cash and cash equivalents
    
    
    22,199
    
    
    
    50,786Securities  Held to Maturity
    
    
    41,524
    
    
    
    46,840Securities  Available for Sale
    
    
    377,677
    
    
    
    406,117Federal Home Loan Bank stock  at cost
    
    
    13,086
    
    
    
    13,086Loans held for sale
    
    
    1,478
    
    
    
    784Loans  Net
    
    
    900,688
    
    
    
    922,420Accrued interest receivable and other assets
    
    
    50,696
    
    
    
    43,973Bank Owned Life Insurance
    
    
    45,857
    
    
    
    45,488Premises and Equipment  Net
    
    
    32,649
    
    
    
    32,907Total assets
    
    $
    1,485,854
    
    
    $
    1,562,401LIABILITIESDeposits:Non-interest bearing
    
    $
    125,813
    
    
    $
    144,585Interest-bearing
    
    
    941,073
    
    
    
    991,493Total deposits
    
    
    1,066,886
    
    
    
    1,136,078Federal Home Loan Bank advances
    
    
    261,500
    
    
    
    261,500Repurchase agreements
    
    
    30,000
    
    
    
    30,000Interest payable and other liabilities
    
    
    11,372
    
    
    
    13,846Total liabilities
    
    
    1,369,758
    
    
    
    1,441,424STOCKHOLDERS EQUITYCommon stock (no par value; 30,000,000 shares authorized,
16,178,121 and 16,148,482 shares issued and outstanding)
    
    
    436
    
    
    
    321Retained Earnings
    
    
    121,368
    
    
    
    122,896Accumulated other comprehensive loss
    
    
    (5,708
    )
    
    
    (2,240
    )Total stockholders equity
    
    
    116,096
    
    
    
    120,977Total liabilities and
stockholders equity
    
    $
    1,485,854
    
    
    $
    1,562,401
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##### Table of Contents



MBT FINANCIAL CORP.
 
  Three Months Ended March 31,Dollars in thousands, except per share data
    
    2009
    
    2008Interest IncomeInterest and fees on loans
    
    $
    13,600
    
    
    $
    16,428Interest on investment securities-Tax-exempt
    
    
    877
    
    
    
    815Taxable
    
    
    4,500
    
    
    
    4,956Interest on balances due from banks
    
    
    15
    
    
    
    Interest on federal funds sold
    
    
    
    
    
    
    1Total interest income
    
    
    18,992
    
    
    
    22,200Interest ExpenseInterest on deposits
    
    
    5,524
    
    
    
    7,491Interest on borrowed funds
    
    
    3,255
    
    
    
    4,256Total interest expense
    
    
    8,779
    
    
    
    11,747Net Interest Income
    
    
    10,213
    
    
    
    10,453Provision For Loan Losses
    
    
    4,200
    
    
    
    1,200Net Interest Income After
Provision For Loan Losses
    
    
    6,013
    
    
    
    9,253Other IncomeIncome from wealth management services
    
    
    914
    
    
    
    1,127Service charges and other fees
    
    
    1,356
    
    
    
    1,526Net gain on sales of securities
    
    
    606
    
    
    
    25Other Than Temporary Impairments on securities
    
    
    (6,400
    )
    
    
    Portion of OTTI loss recognized in other
comphrehensive income (before taxes)
    
    
    5,631
    
    
    
    Origination fees on mortgage loans sold
    
    
    109
    
    
    
    193Bank owned life insurance income
    
    
    369
    
    
    
    355Other
    
    
    746
    
    
    
    736Total other income
    
    
    3,331
    
    
    
    3,962Other ExpensesSalaries and employee benefits
    
    
    5,434
    
    
    
    5,582Occupancy expense
    
    
    914
    
    
    
    995Equipment expense
    
    
    848
    
    
    
    828Marketing expense
    
    
    242
    
    
    
    241Professional fees
    
    
    458
    
    
    
    469Collection expenses
    
    
    463
    
    
    
    332Net loss on other real estate owned
    
    
    1,856
    
    
    
    35Other real
estate owned expenses
    
    
    299
    
    
    
    157FDIC Deposit
Insurance
    
    
    436
    
    
    
    32Other
    
    
    1,047
    
    
    
    1,027Total other expenses
    
    
    11,997
    
    
    
    9,698Income (Loss) Before Income Taxes
    
    
    (2,653
    )
    
    
    3,517Income Tax Expense (Benefit)
    
    
    (1,286
    )
    
    
    870Net Income
    
    $
    (1,367
    )
    
    $
    2,647Basic
Earnings (Loss) Per Common Share
    
    $
    (0.08
    )
    
    $
    0.16Diluted
Earnings (Loss) Per Common Share
    
    $
    (0.08
    )
    
    $
    0.16Common Stock Dividends Declared Per Share
    
    $
    0.01
    
    
    $
    0.18
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MBT FINANCIAL CORP.
 
  Three Months Ended March 31,Dollars in thousands
    
    2009
    
    2008Cash Flows from Operating ActivitiesNet Income (Loss)
    
    $
    (1,367
    )
    
    $
    2,647Adjustments to reconcile net income (loss) to net cash from operating activitiesProvision for loan losses
    
    
    4,200
    
    
    
    1,200Depreciation
    
    
    565
    
    
    
    718Increase in net deferred Federal income tax asset
    
    
    (1,649
    )
    
    
    Net (accretion) amortization of investment premium and discount
    
    
    (62
    )
    
    
    14Writedowns of Other Real Estate Owned
    
    
    1,829
    
    
    
    Net increase (decrease) in interest payable and other liabilities
    
    
    (2,368
    )
    
    
    (1,175
    )Net increase in interest receivable and other assets
    
    
    (4,185
    )
    
    
    (2,053
    )Equity based compensation expense
    
    
    36
    
    
    
    90Net gain on sale/settlement of securities
    
    
    (606
    )
    
    
    (25
    )Other Than Temporary Impairment of investment securities
    
    
    769
    
    
    
    Increase in cash surrender value of life insurance
    
    
    (369
    )
    
    
    (355
    )Net cash provided by (used for) operating activities
    
    $
    (3,207
    )
    
    $
    1,061Cash Flows from Investing ActivitiesProceeds from maturities and redemptions of investment securities held to maturity
    
    $
    5,318
    
    
    $
    3,967Proceeds from maturities and redemptions of investment securities available for sale
    
    
    58,407
    
    
    
    114,997Proceeds from sales of investment securities available for sale
    
    
    29,259
    
    
    
    2,989Net (increase) decrease in loans
    
    
    16,838
    
    
    
    7,118Proceeds from sales of other real estate owned
    
    
    403
    
    
    
    403Proceeds from sales of other assets
    
    
    38
    
    
    
    89Purchase of investment securities available for sale
    
    
    (64,770
    )
    
    
    (126,707
    )Purchase of bank premises and equipment
    
    
    (307
    )
    
    
    (427
    )Net cash provided by investing activities
    
    $
    45,186
    
    
    $
    2,429Cash Flows from Financing ActivitiesNet decrease in deposits
    
    $
    (69,192
    )
    
    $
    (14,375
    )Net increase in short term borrowings
    
    
    
    
    
    
    13,600Proceeds from issuance of common stock
    
    
    79
    
    
    
    29Dividends paid
    
    
    (1,453
    )
    
    
    (2,903
    )Net cash used for financing activities
    
    $
    (70,566
    )
    
    $
    (3,649
    )Net Decrease In Cash and Cash Equivalents
    
    $
    (28,587
    )
    
    $
    (159
    )Cash and Cash Equivalents at Beginning Of Period
    
    
    50,786
    
    
    
    25,113Cash And Cash Equivalents At End Of Period
    
    $
    22,199
    
    
    $
    24,954
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MBT FINANCIAL CORP.
 
  AccumulatedOtherCommon
    
    Retained
    
    ComprehensiveDollars in thousands
    
    Stock
    
    Earnings
    
    Income (Loss)
    
    TotalBalance  January 1, 2009
    
    $
    321
    
    
    $
    122,896
    
    
    $
    (2,240
    )
    
    $
    120,977Issuance of
Common Stock (29,639 shares)Restricted stock awards (15,000 shares)
    
    
    45
    
    
    
    
    
    
    
    
    
    
    
    45Other stock issued (14,639 shares)
    
    
    34
    
    
    
    
    
    
    
    
    
    
    
    34Equity Compensation
    
    
    36
    
    
    
    
    
    
    
    
    
    
    
    36Dividends declared ($0.01 per share)
    
    
    
    
    
    
    (161
    )
    
    
    
    
    
    
    (161
    )Comprehensive income:Net income
    
    
    
    
    
    
    (1,367
    )
    
    
    
    
    
    
    (1,367
    )Change in net unrealized loss on securities
available for sale  Net of tax effect of $(10)
    
    
    
    
    
    
    
    
    
    
    17
    
    
    
    17Change in net unrealized loss on securities
available for sale for which a portion of an
other-than-temporary impairment has been
recognized in earnings  Net of tax effect of $1,971
    
    
    
    
    
    
    
    
    
    
    (3,660
    )
    
    
    (3,660
    )Reclassification adjustment for gains included
in net income  Net of tax effect of $(57)
    
    
    
    
    
    
    
    
    
    
    106
    
    
    
    106Change in postretirement benefit obligation
Net of tax effect of ($37)
    
    
    
    
    
    
    
    
    
    
    69
    
    
    
    69Total Comprehensive Income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (4,835
    )Balance  March 31, 2009
    
    $
    436
    
    
    $
    121,368
    
    
    $
    (5,708
    )
    
    $
    116,096
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##### Table of Contents



MBT FINANCIAL CORP.
 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
      
  
  
  
  -6-




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2009
    
    2008BasicNet income
(loss)
    
    $
    (1,367,000
    )
    
    $
    2,647,000Less preferred dividends
    
    
    
    
    
    
    Net income
(loss) applicable to common stock
    
    $
    (1,367,000
    )
    
    $
    2,647,000Average common shares outstanding
    
    
    16,165,841
    
    
    
    16,127,047Earnings
(loss) per common share  basic
    
    $
    (0.08
    )
    
    $
    0.16
 2009
    
    2008DilutedNet income
(loss)
    
    $
    (1,367,000
    )
    
    $
    2,647,000Less preferred dividends
    
    
    
    
    
    
    Net income
(loss) applicable to common stock
    
    $
    (1,367,000
    )
    
    $
    2,647,000Average common shares outstanding
    
    
    16,165,841
    
    
    
    16,127,047Stock option adjustment
    
    
    
    
    
    
    Average common shares outstanding  diluted
    
    
    16,165,841
    
    
    
    16,127,047Earnings
(loss) per common share  diluted
    
    $
    (0.08
    )
    
    $
    0.16
 
 Stock Options 
 Weighted AverageShares
    
    Exercise PriceOptions Outstanding, January 1, 2009
    
    
    541,976
    
    
    $
    17.42Granted
    
    
    
    
    
    
    Exercised
    
    
    
    
    
    
    Forfeited
    
    
    
    
    
    
    Options Outstanding, March 31, 2009
    
    
    541,976
    
    
    $
    17.42Options Exercisable, March 31, 2009
    
    
    513,646
    
    
    $
    17.54
 Restricted Stock Unit Awards 
 Three Year Cumulative Fully Diluted EPS for the
    
    Percent PSUsPerformance Period Ending December 31, 2011
    
    Vested$0.15
    
    100%$0.10
    
    75%$0.05
    
    50%
 -8-




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Restricted Stock Awards 
 Stock Only Stock Appreciation Rights (SOSARs) 
   Weighted AverageShares
    
    Exercise PriceSOSARs Outstanding, January 1, 2009
    
    
    99,500
    
    
    $
    8.53Granted
    
    
    141,500
    
    
    
    3.03Exercised
    
    
    
    
    
    
    Forfeited
    
    
    
    
    
    
    SOSARs Outstanding, March 31, 2009
    
    
    241,000
    
    
    $
    5.30SOSARs Exercisable, March 31, 2009
    
    
    35,845
    
    
    $
    8.53
  
  -9-




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March 31,
    
    December 31,2009
    
    2008Residential real estate loans
    
    $
    423,026
    
    
    $
    439,133Non-farm, non-residential real estate loans
    
    
    353,413
    
    
    
    352,935Loans to finance agricultural production and
other loans to farmers
    
    
    10,037
    
    
    
    9,763Commercial and industrial loans
    
    
    107,805
    
    
    
    109,495Loans to individuals for household, family,
and other personal expenditures
    
    
    28,501
    
    
    
    29,901All other loans (including overdrafts)
    
    
    326
    
    
    
    384Total loans, gross
    
    
    923,108
    
    
    
    941,611Less: Deferred loan fees
    
    
    667
    
    
    
    663Total loans, net of deferred loan fees
    
    
    922,441
    
    
    
    940,948Less: Allowance for loan losses
    
    
    21,753
    
    
    
    18,528$
    900,688
    
    
    $
    922,420
   March 31,
    
    December 31,2009
    
    2008Nonaccrual loans
    
    $
    50,437
    
    
    $
    47,872Loans 90 days past due
    
    
    864
    
    
    
    93Restructured loans
    
    
    4,901
    
    
    
    5,811Total nonperforming loans
    
    $
    56,202
    
    
    $
    53,776Other real estate owned
    
    
    20,722
    
    
    
    17,156Other assets
    
    
    2,070
    
    
    
    2,055Total nonperforming assets
    
    $
    78,994
    
    
    $
    72,987Nonperforming assets to total assets
    
    
    5.32
    %
    
    
    4.67
    %Allowance
for loan losses to nonperforming loans
    
    
    38.71
    %
    
    
    34.45
    %
 
  March 31, 2009
    
    March 31, 2008Balance beginning of year
    
    $
    18,528
    
    
    $
    20,222Provision for loan losses
    
    
    4,200
    
    
    
    1,200Loans charged off
    
    
    (1,575
    )
    
    
    (3,955
    )Recoveries
    
    
    600
    
    
    
    216Balance end of period
    
    $
    21,753
    
    
    $
    17,683
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Held to MaturityMarch 31, 2009Gross
    
    Gross
    
    EstimatedAmortized
    
    Unrealized
    
    Unrealized
    
    MarketCost
    
    Gains
    
    Losses
    
    ValueObligations of U.S. Government
Agencies
    
    $
    7
    
    
    $
    
    
    
    $
    
    
    
    $
    7Obligations of States and Political
Subdivisions
    
    
    41,517
    
    
    
    181
    
    
    
    (930
    )
    
    
    40,768$
    41,524
    
    
    $
    181
    
    
    $
    (930
    )
    
    $
    40,775
 Available for SaleMarch 31, 2009Gross
    
    Gross
    
    EstimatedAmortized
    
    Unrealized
    
    Unrealized
    
    MarketCost
    
    Gains
    
    Losses
    
    ValueObligations of U.S. Government
Agencies
    
    $
    301,471
    
    
    $
    7,898
    
    
    $
    (253
    )
    
    $
    309,116Obligations of States and Political
Subdivisions
    
    
    43,394
    
    
    
    629
    
    
    
    (383
    )
    
    
    43,640Trust Preferred CDO Securities
    
    
    25,122
    
    
    
    
    
    
    
    (12,395
    )
    
    
    12,727Corporate Debt Securities
    
    
    11,794
    
    
    
    
    
    
    
    (2,114
    )
    
    
    9,680Other Securities
    
    
    2,442
    
    
    
    72
    
    
    
    
    
    
    
    2,514$
    384,223
    
    
    $
    8,599
    
    
    $
    (15,145
    )
    
    $
    377,677
 Held to MaturityDecember 31, 2008Gross
    
    Gross
    
    EstimatedAmortized
    
    Unrealized
    
    Unrealized
    
    MarketCost
    
    Gains
    
    Losses
    
    ValueObligations of U.S. Government
Agencies
    
    $
    7
    
    
    $
    
    
    
    $
    
    
    
    $
    7Obligations of States and Political
Subdivisions
    
    
    46,833
    
    
    
    214
    
    
    
    (1,011
    )
    
    
    46,036$
    46,840
    
    
    $
    214
    
    
    $
    (1,011
    )
    
    $
    46,043
 -11-




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##### Table of Contents



Available for SaleDecember 31, 2008Gross
    
    Gross
    
    EstimatedAmortized
    
    Unrealized
    
    Unrealized
    
    MarketCost
    
    Gains
    
    Losses
    
    ValueObligations of U.S. Government
Agencies
    
    $
    322,767
    
    
    $
    6,915
    
    
    $
    (11
    )
    
    $
    329,671Obligations of States and Political
Subdivisions
    
    
    40,999
    
    
    
    541
    
    
    
    (426
    )
    
    
    41,114Trust Preferred CDO Securities
    
    
    25,132
    
    
    
    
    
    
    
    (5,761
    )
    
    
    19,371Corporate Debt Securities
    
    
    15,170
    
    
    
    
    
    
    
    (1,654
    )
    
    
    13,516Other Securities
    
    
    2,386
    
    
    
    59
    
    
    
    
    
    
    
    2,445$
    406,454
    
    
    $
    7,515
    
    
    $
    (7,852
    )
    
    $
    406,117
  March 31, 2009Less than 12 months
    
    12 months or longer
    
    TotalGross
    
    
    
    
    
    Gross
    
    
    
    
    
    GrossAggregate
    
    Unrealized
    
    Aggregate
    
    Unrealized
    
    Aggregate
    
    UnrealizedFair Value
    
    Losses
    
    Fair Value
    
    Losses
    
    Fair Value
    
    LossesObligations of United States
Government Agencies
    
    $
    14,844
    
    
    $
    253
    
    
    $
    
    
    
    $
    
    
    
    $
    14,844
    
    
    $
    253Obligations of States and
Political Subdivisions
    
    
    16,683
    
    
    
    1,016
    
    
    
    6,881
    
    
    
    297
    
    
    
    23,564
    
    
    
    1,313Trust Preferred CDO Securities
    
    
    
    
    
    
    
    
    
    
    5,074
    
    
    
    5,995
    
    
    
    5,074
    
    
    
    5,995Corporate Debt Securities
    
    
    994
    
    
    
    6
    
    
    
    8,686
    
    
    
    2,108
    
    
    
    9,680
    
    
    
    2,114$
    32,521
    
    
    $
    1,275
    
    
    $
    20,641
    
    
    $
    8,400
    
    
    $
    53,162
    
    
    $
    9,675
 December 31, 2008Less than 12 months
    
    12 months or longer
    
    TotalGross
    
    
    
    
    
    Gross
    
    
    
    
    
    GrossAggregate
    
    Unrealized
    
    Aggregate
    
    Unrealized
    
    Aggregate
    
    UnrealizedFair Value
    
    Losses
    
    Fair Value
    
    Losses
    
    Fair Value
    
    LossesObligations of United States
Government Agencies
    
    $
    8,791
    
    
    $
    4
    
    
    $
    1,500
    
    
    $
    7
    
    
    $
    10,291
    
    
    $
    11Obligations of States and
Political Subdivisions
    
    
    20,707
    
    
    
    1,211
    
    
    
    3,878
    
    
    
    226
    
    
    
    24,585
    
    
    
    1,437Trust Preferred CDO Securities
    
    
    6,605
    
    
    
    2,474
    
    
    
    12,766
    
    
    
    3,287
    
    
    
    19,371
    
    
    
    5,761Corporate Debt Securities
    
    
    12,516
    
    
    
    1,654
    
    
    
    
    
    
    
    
    
    
    
    12,516
    
    
    
    1,654$
    48,619
    
    
    $
    5,343
    
    
    $
    18,144
    
    
    $
    3,520
    
    
    $
    66,763
    
    
    $
    8,863
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Quoted Prices inActive Markets for
    
    Significant Other
    
    SignificantIdentical Assets
    
    Observable Inputs
    
    Unobservable
    
    Balance at(Level 1)
    
    (Level 2)
    
    Inputs (Level 3)
    
    March 31, 2009Investment Securities  Available for Sale
    
    $
    313,801
    
    
    $
    50,721
    
    
    $
    13,155
    
    
    $
    377,677
  InvestmentSecurities -Available for SaleBalance at December 31, 2008
    
    
    $
    19,746Total realized and unrealized gains (losses) included in income
    
    
    
    (769
    )Total unrealized gains (losses) included in other
comprehensive income
    
    
    
    (5,822
    )Net purchases, sales, calls and maturities
    
    
    
    Net transfers in/out of Level 3
    
    
    
    Balance at March 31, 2009
    
    
    $
    13,155
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Quoted Prices in
    
    
    
    
    
    
    
    
    
    Total Losses forBalance at
    
    Active Markets for
    
    Significant Other
    
    Significant
    
    the three monthsMarch 31,
    
    Identical Assets
    
    Observable Inputs
    
    Unobservable
    
    ended March 31,2009
    
    (Level 1)
    
    (Level 2)
    
    Inputs (Level 3)
    
    2009Impaired loans
accounted for under
FAS 114
    
    $
    47,582
    
    
    $
    
    
    
    $
    
    
    
    $
    47,582
    
    
    $
    3,508Other Real Estate Owned
    
    $
    20,722
    
    
    $
    
    
    
    $
    20,722
    
    
    $
    
    
    
    $
    1,856
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Contractual AmountMarch 31,
    
    December 31,2009
    
    2008Commitments to extend credit:Unused portion of commercial lines of credit
    
    $
    67,747
    
    
    $
    62,537Unused portion of credit card lines of credit
    
    
    5,722
    
    
    
    5,872Unused portion of home equity lines of credit
    
    
    20,487
    
    
    
    20,200Standby letters of credit and financial guarantees written
    
    
    6,896
    
    
    
    7,297All other off-balance sheet assets
    
    
    7,470
    
    
    
    3,682
   
 Item 2. Managements Discussion and Analysis of Financial Condition and Results of
Operations
 Introduction
    -17-




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Critical Accounting Policies
   -18-




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,
 Financial Condition
    -19-




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Results of Operations  First Quarter 2009 vs. First Quarter 2008
     -20-




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Cash Flows
  Liquidity and Capital
    -21-




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Minimum to Qualify asActual
    
    Well CapitalizedAmount
    
    Ratio
    
    Amount
    
    RatioAs of March 31, 2009:Total Capital to Risk-Weighted AssetsConsolidated
    
    $
    134,796
    
    
    
    12.77
    %
    
    $
    105,569
    
    
    
    10
    %Monroe Bank & Trust
    
    
    133,481
    
    
    
    12.65
    %
    
    
    105,480
    
    
    
    10
    %Tier 1 Capital to Risk-Weighted AssetsConsolidated
    
    
    121,459
    
    
    
    11.51
    %
    
    
    63,341
    
    
    
    6
    %Monroe Bank & Trust
    
    
    120,154
    
    
    
    11.39
    %
    
    
    63,288
    
    
    
    6
    %Tier 1 Capital to Average AssetsConsolidated
    
    
    121,459
    
    
    
    7.95
    %
    
    
    76,348
    
    
    
    5
    %Monroe Bank & Trust
    
    
    120,154
    
    
    
    7.87
    %
    
    
    76,306
    
    
    
    5
    %
 Minimum to Qualify asActual
    
    Well CapitalizedAmount
    
    Ratio
    
    Amount
    
    RatioAs of December 31, 2008:Total Capital to Risk-Weighted AssetsConsolidated
    
    $
    136,286
    
    
    
    12.74
    %
    
    $
    106,980
    
    
    
    10
    %Monroe Bank & Trust
    
    
    134,853
    
    
    
    12.62
    %
    
    
    106,895
    
    
    
    10
    %Tier 1 Capital to Risk-Weighted AssetsConsolidated
    
    
    122,820
    
    
    
    11.48
    %
    
    
    64,188
    
    
    
    6
    %Monroe Bank & Trust
    
    
    121,398
    
    
    
    11.36
    %
    
    
    64,137
    
    
    
    6
    %Tier 1 Capital to Average AssetsConsolidated
    
    
    122,820
    
    
    
    7.82
    %
    
    
    78,543
    
    
    
    5
    %Monroe Bank & Trust
    
    
    121,398
    
    
    
    7.73
    %
    
    
    78,495
    
    
    
    5
    %
    Forward-Looking Statements
  -22-




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Item 3. Quantitative and Qualitative Disclosures about Market Risk
     -23-




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Item 4. Controls and Procedures
   
 Part II Other Information
 
 Item 1. Legal Proceedings
  
 Item 1A. Risk Factors
  
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
  -24-




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Item 3. Defaults Upon Senior Securities
  
 Item 4. Submission of Matters to a Vote of Security Holders
  
 Item 5. Other Information
  -25-




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Item 6. Exhibits
  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-Q for its quarter ended March 31, 2008.10.1
    
    MBT Financial Corp. 2008 Stock Incentive Plan. Previously filed as Exhibit 10 to MBT
Financial Corp.s Form 8-K filed on June 5, 2008.10.2
    
    Form of Stock Only Stock Appreciation Rights Agreement under the MBT Financial Corp.
2008 Stock Incentive Plan.10.3
    
    Form of Restricted Share Unit Agreement under the MBT Financial Corp. 2008 Stock
Incentive Plan.10.4
    
    Form of Restricted Share Agreement under the MBT Financial Corp. 2008 Stock Incentive
Plan.10.5
    
    Form of Stock Only Stock Appreciation Rights Agreement under the MBT Financial Corp.
2008 Stock Incentive Plan.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 Financial Officer pursuant to 18 U.S.C. Section 1350, as
enacted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 -26-




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Signatures
  MBT Financial Corp.(Registrant)May 8, 2009
    
    
    
    By
    
    /s/ H. Douglas ChaffinDate
    
    
    
    
    
    H. Douglas ChaffinPresident &Chief Executive OfficerMay 8, 2009
    
    
    
    By
    
    /s/ John L. SkibskiDate
    
    
    
    
    
    John L. SkibskiExecutive Vice President and
Chief Financial Officer
 -27-




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Exhibit Index
 Exhibit Number
    
    Description of Exhibits3.1
    
    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-Q for its quarter ended March 31, 2008.10.1
    
    MBT Financial Corp. 2008 Stock Incentive Plan. Previously
filed as Exhibit 10 to MBT Financial Corp.s Form 8-K filed
on June 5, 2008.10.2
    
    Form of Stock Only Stock Appreciation Rights Agreement
under the MBT Financial Corp. 2008 Stock Incentive Plan.10.3
    
    Form of Restricted Share Unit Agreement under the MBT
Financial Corp. 2008 Stock Incentive Plan.10.4
    
    Form of Restricted Share Agreement under the MBT Financial
Corp. 2008 Stock Incentive Plan.10.5
    
    Form of Stock Only Stock Appreciation Rights Agreement
under the MBT Financial Corp. 2008 Stock Incentive Plan.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 Financial Officer pursuant to 18
U.S.C. Section 1350, as enacted pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002.