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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549



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FORM 10-K/A

Amendment No. 1



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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

For the Fiscal Year Ended December 31, 2005            Commission
file number 000-25128



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MAIN STREET BANKS, INC.

(Exact name of registrant as specified in its charter)



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|                                         |  |                                     
|---------------------------------------- |  | ------------------------------------
|Georgia                                  |  | 58-2104977                          
|(State of Incorporation)                 |  | (I.R.S. Employer Identification No.)
|                                         | 
|3500 Lenox Road Atlanta, Georgia         |  | 30326                               
|(Address of principal executive offices) |  | (Zip Code)                          

770-786-3441

(Registrants telephone number)



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SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

NONE

SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:

Common Stock, no par value

(Title
of Class)



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Indicate by check
mark if the registrant is a well-known seasoned issuer, as defined in rule 405 of the Securities Act.    Yes ̈No  x

Indicate by check mark if the registrant is not required to file
reports pursuant to Section 13 or 15(d) of the Act.    Yes ̈No  x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or
15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90
days.    Yes  x    No ̈

Indicate by check mark if disclosure of delinquent filers in response to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best
of registrants knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K/A or any amendment to this Form 10-K/A. ̈

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

The aggregate market value of voting stock held by non-affiliates, based on the last sale price of $25.46 per share on June 30, 2005, was
approximately $545.2 million.

The number of shares outstanding of the registrants common stock as of February 28, 2006 is
21,560,501.



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Explanatory Note

We are filing this Amendment No. 1 (Amendment No. 1) to our Annual Report on Form 10-K for the year ending December 31, 2005, filed on March 16, 2006 (the Original Form 10-K). The sole purpose of
this Amendment No. 1 is to correct the book value per share for the years ended December 31, 2003, December 31, 2004, and December 31, 2005, to correct the common shares outstanding for the year ended December 31, 2004 and to
correct the price to book value ratio for the years ended December 31, 2002 and December 31, 2003 all of which are included in the table in Part II, Item 6. Selected Financial Data of the Original Form 10-K. No other corrections, changes or
amendments have been made to the Original Form 10-K. This Amendment No. 1 speaks only as of the date of the Original Form 10-K.



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Item 6. Selected Financial Data

The following table sets forth selected financial data for the last five
years. The acquisitions of Banks Moneyhan Hayes Insurance Agency, Inc. on January 2, 2004, First Colony Bancshares, Inc. on May 22, 2003 and First National Bank of Johns Creek on December 11, 2002 have significantly affected the
comparability of selected financial data. Specifically, since these acquisitions were accounted for using the purchase method of accounting, the assets of the acquired institutions were recorded at their fair values and the excess purchase price
over the net fair value of the assets was recorded as goodwill and the results of operations for these businesses have been included in the Companys results since the date these acquisitions were completed. Accordingly, the level of our assets
and liabilities and our results of operations for these businesses have significantly impacted the information below. Discussion of these acquisitions can be found in the Business Combinations section of Part 1, Item 1 and in Note B 
Acquisitions in the Notes to Consolidated Financial Statements included in this Annual Report on Form 10-K.



|                                    |  |                                                         |           |   |      |   |           |      |  |   |           |   |  |      |           |   |  |   |           |  
|----------------------------------- |  | ------------------------------------------------------- | --------- | - | ---- | - | --------- | ---- |  | - | --------- | - |  | ---- | --------- | - |  | - | --------- | -
|                                    |  | Year ended December 31,                                 |          
|                                    |  | 2005                                                    |           |   | 2004 |   |           | 2003 |  |   | 2002      |   |  | 2001 |          
|                                    |  | (Dollars and shares in Thousands except per share data) |          
|EARNINGS                            |  |                                                         |           |   |      |   |           |      |  |   |           |   |  |      |           |   |  |   |           |  
|Interest income                     |  | $                                                       | 144,112   |   |      | $ | 117,677   |      |  | $ | 98,835    |   |  | $    | 79,189    |   |  | $ | 84,752    |  
|Interest expense                    |  |                                                         | 52,979    |   |      |   | 35,268    |      |  |   | 27,465    |   |  |      | 24,891    |   |  |   | 35,222    |  
|Net interest income                 |  |                                                         | 91,133    |   |      |   | 82,409    |      |  |   | 71,370    |   |  |      | 54,298    |   |  |   | 49,530    |  
|Non-interest income                 |  |                                                         | 28,166    |   |      |   | 30,623    |      |  |   | 24,344    |   |  |      | 19,078    |   |  |   | 14,112    |  
|Non-interest expense                |  |                                                         | 67,885    |   |      |   | 62,618    |      |  |   | 52,943    |   |  |      | 39,873    |   |  |   | 39,342    |  
|Net income                          |  |                                                         | 29,395    |   |      |   | 30,950    |      |  |   | 26,699    |   |  |      | 20,471    |   |  |   | 14,347    |  
|                                    |  |                                                         |           |   |     
|SELECTED AVERAGE BALANCES           |  |                                                         |           |   |      |   |           |      |  |   |           |   |  |      |           |   |  |   |           |  
|Assets                              |  | $                                                       | 2,376,411 |   |      | $ | 2,133,741 |      |  | $ | 1,704,212 |   |  | $    | 1,194,583 |   |  | $ | 1,063,215 |  
|Earning assets                      |  |                                                         | 2,118,520 |   |      |   | 1,879,990 |      |  |   | 1,525,504 |   |  |      | 1,101,286 |   |  |   | 990,358   |  
|Loans                               |  |                                                         | 1,762,050 |   |      |   | 1,578,622 |      |  |   | 1,259,640 |   |  |      | 857,184   |   |  |   | 775,236   |  
|Total deposits                      |  |                                                         | 1,721,900 |   |      |   | 1,571,723 |      |  |   | 1,313,888 |   |  |      | 966,238   |   |  |   | 896,804   |  
|Shareholders equity                |  |                                                         | 287,266   |   |      |   | 218,680   |      |  |   | 168,496   |   |  |      | 111,579   |   |  |   | 99,951    |  
|Common shares outstanding - diluted |  |                                                         | 21,702    |   |      |   | 20,077    |      |  |   | 18,556    |   |  |      | 16,186    |   |  |   | 16,111    |  
|                                    |  |                                                         |           |   |     
|YEAR-END BALANCES                   |  |                                                         |           |   |      |   |           |      |  |   |           |   |  |      |           |   |  |   |           |  
|Assets                              |  | $                                                       | 2,350,518 |   |      | $ | 2,326,442 |      |  | $ | 1,971,765 |   |  | $    | 1,381,990 |   |  | $ | 1,110,168 |  
|Earning assets                      |  |                                                         | 2,083,992 |   |      |   | 2,090,748 |      |  |   | 1,759,669 |   |  |      | 1,259,942 |   |  |   | 1,016,163 |  
|Loans                               |  |                                                         | 1,802,512 |   |      |   | 1,699,035 |      |  |   | 1,443,326 |   |  |      | 982,486   |   |  |   | 811,446   |  
|Total deposits                      |  |                                                         | 1,731,483 |   |      |   | 1,710,210 |      |  |   | 1,458,403 |   |  |      | 1,128,928 |   |  |   | 908,181   |  
|Long-term obligations *             |  |                                                         | 239,582   |   |      |   | 252,617   |      |  |   | 260,605   |   |  |      | 55,155    |   |  |   | 75,121    |  
|Shareholders equity                |  |                                                         | 295,249   |   |      |   | 278,963   |      |  |   | 202,704   |   |  |      | 131,657   |   |  |   | 105,121   |  
|Common shares outstanding           |  |                                                         | 21,502    |   |      |   | 21,230    |      |  |   | 18,981    |   |  |      | 16,242    |   |  |   | 15,699    |  
|                                    |  |                                                         |           |   |     
|PER COMMON SHARE                    |  |                                                         |           |   |      |   |           |      |  |   |           |   |  |      |           |   |  |   |           |  
|Earnings per share - basic          |  | $                                                       | 1.37      |   |      | $ | 1.59      |      |  | $ | 1.49      |   |  | $    | 1.30      |   |  | $ | 0.92      |  
|Earnings per share - diluted        |  |                                                         | 1.35      |   |      |   | 1.54      |      |  |   | 1.44      |   |  |      | 1.26      |   |  |   | 0.89      |  
|Book value                          |  |                                                         | 13.73     |   |      |   | 13.14     |      |  |   | 10.68     |   |  |      | 8.11      |   |  |   | 6.70      |  
|Cash dividend paid                  |  |                                                         | 0.61      |   |      |   | 0.54      |      |  |   | 0.48      |   |  |      | 0.42      |   |  |   | 0.36      |  
|                                    |  |                                                         |           |   |     
|FINANCIAL RATIOS                    |  |                                                         |           |   |      |   |           |      |  |   |           |   |  |      |           |   |  |   |           |  
|Return on average assets            |  |                                                         | 1.24      | % |      |   | 1.45      | %    |  |   | 1.57      | % |  |      | 1.71      | % |  |   | 1.35      | %
|Return on average equity            |  |                                                         | 10.23     | % |      |   | 14.15     | %    |  |   | 15.85     | % |  |      | 18.35     | % |  |   | 14.35     | %
|Average equity to average assets    |  |                                                         | 12.09     | % |      |   | 10.25     | %    |  |   | 9.89      | % |  |      | 9.34      | % |  |   | 9.40      | %
|Dividend payout ratio               |  |                                                         | 45.19     | % |      |   | 35.06     | %    |  |   | 33.33     | % |  |      | 33.33     | % |  |   | 40.45     | %
|Price to earnings                   |  |                                                         | 20.17     |   |      |   | 16.96     |      |  |   | 18.43     |   |  |      | 15.18     |   |  |   | 18.40     |  
|Price to book value                 |  |                                                         | 1.98      |   |      |   | 2.66      |      |  |   | 2.48      |   |  |      | 2.37      |   |  |   | 2.45      |  
|                                    |  |                                                         |           |   |     
|NON-FINANCIAL                       |  |                                                         |           |   |      |   |           |      |  |   |           |   |  |      |           |   |  |   |           |  
|Employees                           |  |                                                         | 549       |   |      |   | 518       |      |  |   | 541       |   |  |      | 459       |   |  |   | 392       |  
|Banking offices                     |  |                                                         | 24        |   |      |   | 23        |      |  |   | 25        |   |  |      | 23        |   |  |   | 21        |  
|ATMs                                |  |                                                         | 28        |   |      |   | 27        |      |  |   | 28        |   |  |      | 26        |   |  |   | 23        |  

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|* | Long-term obligations include Federal Home Loan Bank advances, and Subordinated Debt. Discussions of Borrowings can be found in Note I  Borrowings section of the Notes
to Consolidated Financial Statements included in this Annual Report on Form 10-K
|- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



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PART IV

Item 15. Exhibits and Financial Statement Schedules

The following financial statements are filed as part
of this report under Item 8:

The following are filed with or incorporated by reference into this report



|            |  |                                                                                                                                                                                                                                   
|----------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit No. |  | Description                                                                                                                                                                                                                       
|2.1         |  | Agreement and Plan of Merger, dated as of December 14, 2005, by and between BB&T Corporation and Main Street Banks Inc. (incorporated by reference to exhibit 2.1 to Main Street Bank,
Inc.s Form 8-K filed on December 14, 2005.
|            | 
|3.1         |  | Restated Articles of Incorporation of the Registrant (incorporated by reference to Exhibit 3.1 of the Registrants Form 8-K filed on December 8, 2004)                                                                            
|            | 
|3.2         |  | Amended and restated Bylaws of the Registrant (incorporated by reference to Exhibit 3.2 to the Registrants Form 8-K filed on December 8, 2004)                                                                                   
|            | 
|10.1        |  | Registrants 1994 Substitute Incentive Stock Option Plan for The Westside Bank & Trust Companys Incentive Stock Option Plan filed as Exhibit 4.4 to Form S-8 (File No. 33-97300)
(incorporated by reference)*                    
|            | 
|10.2        |  | Form of Registrants 1994 Incentive Stock Option Agreement filed as Exhibit 4.5 to Form S-8 (File No. 33-97300) (incorporated by reference)*                                                                                      
|            | 
|10.3        |  | Registrants 1995 Directors Stock Option Plan filed as Exhibit 4.4 to Form S-8 (File No. 33-81053) (incorporated by reference)*                                                                                                   
|            | 
|10.4        |  | Form of Registrants 1995 Directors Stock Option Agreement filed as Exhibit 4.5 to Form S-8 (File No. 33-81053) (incorporated by reference)*                                                                                      
|            | 
|10.5        |  | Registrants 1996 Substitute Incentive Stock Option Plan filed as Exhibit 4.1 to Form S-8 (File No. 333-15069) (incorporated by reference)*                                                                                       
|            | 
|10.6        |  | Form of Registrants 1996 Substitute Incentive Stock Option Agreement filed as Exhibit 4.2 to Form S-8 (File No. 333-15069) (incorporated by reference)*                                                                          
|            | 
|10.7        |  | Registrants 1997 Directors Stock Option Plan filed as Exhibit 4.1 to Form S-8 (File No. 333-56473) (incorporated by reference)*                                                                                                  
|            | 
|10.8        |  | Form of Registrants 1997 Directors Stock Option Agreement filed as Exhibit 4.2 to Form S-8 (File No. 333-56473) (incorporated by reference)*                                                                                     
|            | 
|10.9        |  | Registrants 1997 Incentive Stock Option Plan filed as Exhibit 4.1 to Form S-8 (File No. 333-74555) (incorporated by reference)*                                                                                                  
|            | 
|10.10       |  | Form of Registrants 1997 Incentive Stock Option Agreement filed as Exhibit 4.2 to Form S-8 (File No. 333-74555) (incorporated by reference)*                                                                                     
|            | 
|10.11       |  | Registrants 1999 Directors Stock Option Plan included as Appendix B to the Joint Proxy Statement/Prospectus set forth in Part I of the Registration Statement (incorporated by
reference)*                                       
|            | 
|10.12       |  | Form of Registrants 1999 Directors Stock Option Agreement filed as Exhibit 4.2 to Form S-8 (File No. 333-88645) (incorporated by reference)*                                                                                     
|            | 
|10.13       |  | Registrants 2000 Directors Stock Option Plan files as Exhibit 4.1 to Form S-8 (File No. 333-49436) (incorporated by reference)*                                                                                                  



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|      |  |                                                                                                                                                                                                                               
|----- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|10.14 |  | Form of Registrants 2000 Directors Stock Option Agreement filed as Exhibit 4.2 to Form S-8 (File No. 333-49436) (incorporated by reference)*                                                                                
|      | 
|10.15 |  | Registrants Omnibus Stock Ownership and Long Term Incentive Plan filed as Exhibit 4.1 to Form S-8 (File No. 333-65188) (incorporated by reference)*                                                                          
|      | 
|10.16 |  | Form of Registrants Omnibus Stock Ownership and Long Term Incentive Plan Incentive Plan Option Agreement filed as Exhibit 4.2 to File S-8 (File No. 333-65188) (incorporated by
reference)*                                  
|      | 
|10.17 |  | Form of Registrants Omnibus Stock Ownership and Long Term Incentive Plan Restricted Stock Grant Agreement filed as Exhibit 4.3 to Form S-8 (File No. 333-65188) (incorporated by
reference)*                                 
|      | 
|10.18 |  | Employment Agreement dated May 24, 2000 between the Registrant and Robert R. Fowler, III (incorporated by reference to Exhibit 10.14 to Registration Statement No. 333-50762 on Form
S-4)*                                    
|      | 
|10.19 |  | Employment Agreement dated April 11, 2002 between the Registrant and Max S. Crowe (incorporated by reference to Exhibit 10.22 of the Registrants Form 10-Q filed with the Commission on
August 13, 2002)*                    
|      | 
|10.20 |  | Employment Agreement dated May 15, 2002 between the Registrant and John T. Monroe (incorporated by reference to Exhibit 10.23 to the Registrants Form 10-Q filed with the Commission on
November 14, 2002)*                  
|      | 
|10.21 |  | Employment agreement dated September 8, 2004 between the Registrant and Sam B. Hay III (incorporated by reference to the Registrants Form 8-K filed with the Commission on September 15,
2004)*                              
|      | 
|10.22 |  | Employment agreement dated September 8, 2004 between the Registrant and Edward C. Milligan (incorporated by reference to the Registrants Form 8-K filed with the Commission on September 15,
2004)*                          
|      | 
|10.23 |  | Employment agreement among Main Street Banks, Inc., Main Street Bank and David W. Brooks II effective June 6, 2005 (incorporated reference to exhibit 10.1 to Main Street Banks, Inc.s Form
10-Q filed November 7, 2005)*    
|      | 
|10.24 |  | Employment agreement among Main Street Banks, Inc., Main Street Bank and Gary S. Austin effective September 15, 2005 (incorporated reference to exhibit 10.2 to Main Street Banks, Inc.s
Form 10-Q filed November 7, 2005)*  
|      | 
|10.25 |  | Employment agreement among Main Street Banks, Inc., Main Street Bank and Richard A. Blair effective September 15, 2005 (incorporated reference to exhibit 10.3 to Main Street Banks, Inc.s
Form 10-Q filed November 7, 2005)*
|      | 
|10.26 |  | Claims agreement by and between Main Street Banks, Inc. and Max S. Crowe (incorporated by reference to exhibit 10.1 to Main Street Banks, Inc.s Form 8-K filed on December 30,
2005)*                                        
|      | 
|10.27 |  | Claims agreement by and between Main Street Banks, Inc. and John T. Monroe (incorporated by reference to exhibit 10.2 to Main Streets Banks, Inc.s Form 8-K filed on December 30,
2005)*                                     
|      | 
|10.28 |  | Claims agreement by and between Main Street Banks, Inc. and Richard A. Blair (incorporated by reference to exhibit 10.3 to Main Streets Banks, Inc.s Form 8-K filed on December 30,
2005)*                                   
|      | 
|21    |  | Subsidiaries of the Registrant **                                                                                                                                                                                             
|      | 
|23.1  |  | Consent of Independent Registered Public Accounting Firm                                                                                                                                                                      
|      | 
|31.1  |  | Certificate of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7241) (Previously filed as an exhibit to Main Street Banks, Inc.s Form 10-K
filed on March 16, 2006).            
|      | 
|31.2  |  | Certificate of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7241) (Previously filed as an exhibit to Main Street Banks, Inc.s Form 10-K
filed on March 16, 2006).            
|      | 
|32.1  |  | Certificate of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350) (Previously filed as an exhibit to Main Street Banks, Inc.s Form 10-K
filed on March 16, 2006).            
|      | 
|32.2  |  | Certificate of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350) (Previously filed as an exhibit to Main Street Banks, Inc.s Form 10-K
filed on March 16, 2006).            

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|* | Denotes a management contract or compensatory plan or arrangement required to be filed as an exhibit to this form.
|- | ------------------------------------------------------------------------------------------------------------------

|** | Filed with the Registrants Form 10-K filed with the Commission on March 15, 2004.
|-- | ----------------------------------------------------------------------------------



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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Exchange Act, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

MAIN STREET BANKS, INC.

(Registrant)



|    |  |                                               |  |                     
|--- |  | --------------------------------------------- |  | --------------------
|By: |  | /s/ SAMUEL B. HAY, III                        |  | Date: April 11, 2006
|    |  | Samuel B. Hay, III, Chief Executive Officer   |  |                     
|    |  | (Principal Executive Officer)                 |  |                     
|    |  |                                              
|By: |  | /s/ DAVID BROOKS                              |  | Date: April 11, 2006
|    |  | David Brooks                                  |  |                     
|    |  | (Chief Financial Officer)                     |  |                     
|    |  |                                              
|By: |  | /s/ W.P. OHALLORAN                           |  | Date: April 11, 2006
|    |  | W.P. OHalloran                               |  |                     
|    |  | (Principal Accounting Officer and Controller) |  |                     



5