UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 11-K

(Mark One)

þ		ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)

For the fiscal year ended March 31, 2006

OR

o		TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)

For the transition period from                      to                     

Commission File Number 0-19357

MONRO MUFFLER BRAKE, INC.
PROFIT SHARING PLAN

(Full title of the plan)

MONRO MUFFLER BRAKE, INC.
200 HOLLEDER PARKWAY
ROCHESTER, NY 14615

(Name of issuer of the securities held pursuant to the
plan and address of its principal executive office)

 

 

MONRO MUFFLER BRAKE, INC.
PROFIT SHARING PLAN

INDEX TO FINANCIAL STATEMENTS AND SCHEDULE

		Page No.
Report of Independent Accountants			3
Financial Statements
Statements of Net Assets Available for Plan Benefits as of March 31, 2006 and 2005			4
Statement of Changes in Net Assets Available for Plan Benefits for the year ended March 31, 2006			5
Notes to Financial Statements			6
Supplemental Schedule
Schedule of Assets (Held at End of Year) (Schedule H, Part IV(1)) — March 31, 2006			10
All other schedules required by Section 2520.103-10 of the Department of Labor Rules and Regulations for Reporting and Disclosure under ERISA have been omitted because they are not applicable.
Signature			11
Exhibit Index			12
Exhibit 23.1 Consent of Independent Accountants			13

INDEPENDENT AUDITORS’ REPORT

The Participants and Administrator of
Monro Muffler Brake, Inc. Profit Sharing Plan

We have audited the accompanying statement of net assets available for plan benefits of the Monro Muffler Brake, Inc. Profit Sharing Plan as of March 31, 2006 and 2005 and the related statement of changes in net assets available for plan benefits for the year ended March 31, 2006. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audits in accordance with auditing standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for plan benefits of the Monro Muffler Brake, Inc. Profit Sharing Plan as of March 31, 2006 and 2005, and the changes of net assets available for plan benefits for the year ended March 31, 2006, in conformity with accounting principles generally accepted in the United States of America.

Our audits of the Plan’s net assets available for plan benefits as of March 31, 2006 and 2005 and the related statement of changes in net assets available for plan benefits for the year ended March 31, 2006, were conducted for the purpose of forming an opinion on the financial statements taken as a whole. The supplemental information included in the schedule of assets (held at end of year) as of March 31, 2006 is presented for the purpose of additional analysis and is not a required part of the basic financial statements, but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental information is the responsibility of the Plan’s management. The supplemental information has been subjected to the auditing procedures applied in the audit of the basic financial statements for the year ended March 31, 2006, and in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

 

/s/ Davie Kaplan Chapman & Braverman, P.C.
September 07, 2006

MONRO MUFFLER BRAKE, INC.
PROFIT SHARING PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS

		March 31,
		2006				2005
Assets
Investments		$	24,616,625			$	20,191,908
Cash and cash equivalents			12,881				11,036
Receivables:
Employer’s contributions			150,549				139,009
Participants’ contributions			138,507				131,987
Total receivables			289,056				270,996
Total assets			24,918,562				20,473,940
Liabilities
Accrued expenses			35,739				21,074
Net assets available for plan benefits		$	24,882,823			$	20,452,866

The accompanying notes are an integral part of the financial statements.

MONRO MUFFLER BRAKE, INC.
PROFIT SHARING PLAN

STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS

		Year ended March 31,
		2006
Additions to net assets attributed to:
Contributions:
Employer		$	596,080
Participant			2,004,149
Rollover			404,584
Total contributions			3,004,813
Investment Income:
Net appreciation in fair value of investments:
Mutual funds			1,924,506
Common stocks			353,136
			2,277,642
Dividend income			461,258
Interest income			54,609
Total investment income			2,793,509
Total additions			5,798,322
Deductions from net assets attributed to:
Benefits paid to participants			1,317,131
Administrative expenses			51,234
Total deductions			1,368,365
Increase in net assets available for benefits			4,429,957
Net assets available for plan benefits:
Beginning of year			20,452,866
End of year		$	24,882,823

The accompanying notes are an integral part of the financial statements.

MONRO MUFFLER BRAKE, INC.
PROFIT SHARING PLAN

NOTES TO FINANCIAL STATEMENTS

NOTE 1 — DESCRIPTION OF THE PLAN:

The following brief description of the Monro Muffler Brake, Inc. Profit Sharing Plan (the “Plan”) is provided for general information purposes only. Participants should refer to the Plan documents for more complete information.

General

Monro Muffler Brake, Inc. (the employer and Plan sponsor) (the “Company”) voluntarily contributes funds to provide for retirement, termination, disability and death benefits of plan participants.

On November 18, 1999, the Board of Directors approved amending the Plan to add a 401(k) salary deferral option. Prior to this amendment, participant fund balances consisted solely of employer-contributed Profit Sharing amounts adjusted for related gains/losses. In connection with this amendment, a new trustee (the “Trustee”) and custodian were appointed by the Board of Directors. Plan assets are invested in funds designated by each participant. Participant contributions under the 401(k) salary deferral option began in March 2000. The legal effective date of the Plan amendment was March 1, 2000.

Participation

Full-time, permanent employees of Monro Muffler Brake, Inc. become participants of the Plan on the first of the month following the completion of 90 days of service. To participate, an employee must be 21 years of age. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”).

Contributions

Participants may contribute from 1% to 30% of their annual pre-tax compensation. Participants may also contribute amounts representing rollovers from other qualified plans. Contributions are subject to certain limitations as required under the Internal Revenue Code.

Participants’ contributions are matched (“401(k) Matching Contributions”) by the Company in an amount determined by the Board of Directors of the Company. The Board has currently decided to match the amount of $.50 for every dollar contributed up to 4% of the participant’s pre-tax compensation.

Participants must complete 1,000 hours of service in order to be eligible to receive the employer match. Participants must also be employed at the end of the Plan quarter in which they are to receive an employer match.

Additionally, the Company may contribute to the Plan an additional amount, either in the form of a “Profit Sharing Contribution”, or in the form of an additional match on 401(k) participant contributions, based on the sole discretion of the Board of Directors. For the year ended March 31, 2006, the Company did not make a “Profit Sharing Contribution.”

Profit Sharing Contributions are allocated by the custodian based on the proportionate share of wages earned by each participant in relation to the total qualified wages for all participants in the Plan.

MONRO MUFFLER BRAKE, INC.
PROFIT SHARING PLAN

NOTES TO FINANCIAL STATEMENTS

Vesting

Participants are immediately vested in their own salary reduction contributions plus actual earnings thereon. Vesting in the Company 401(k) Matching Contribution portion of their accounts, plus actual earnings thereon, is based on years of service as defined in the Plan. A participant vests 25% at the end of his/her second year of service, and an additional 25% each year thereafter.

Participants become 100% vested in the Company’s Profit Sharing Contributions at the end of five years of service with no vesting in prior years.

Forfeited balances of terminated participants’ nonvested accounts are used to reduce future Company contributions and to pay administrative expenses of the Plan. Forfeited accounts used to reduce company contributions amounted to approximately $19,000 and $11,000 for the years ended March 31, 2006 and 2005, respectively. At March 31, 2006 and 2005, remaining forfeitures available to offset future contributions were approximately $13,000 and $11,000, respectively.

Investment options

All investment options are participant-directed. Participants may change their investment options daily.

Participant loans

Participants may borrow from their 401(k) and profit sharing fund accounts in various amounts as specified by the Plan. Loans must be a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balances. Loan terms range from one to five years, or up to ten years for purchase of a primary residence. The loans are secured by the balance in the participant’s account and bear interest at a rate commensurate with local prevailing rates as determined by the Benefits Committee. Principal and interest are paid ratably through payroll deductions. Loans of approximately $770,000 and $564,000 were granted during the years ended March 31, 2006 and 2005, respectively.

Administration

The Monro Muffler Brake, Inc. Benefits Committee is solely responsible for the general administration of the Plan and carrying out the Plan provisions. The Company reserves the right, by action of the Board of Directors, to discontinue contributions and terminate the Plan at any time. In the event of a termination of the Plan, each participant shall immediately become fully vested. The Trustee and custodian of the Plan’s assets is Investors Bank & Trust Company of Boston. The investment manager of the Plan is Diversified Investment Advisors.

Administrative expenses

Plan expenses are primarily paid by the Plan.

Benefit payments

Benefits are recorded when paid.

MONRO MUFFLER BRAKE, INC.
PROFIT SHARING PLAN

NOTES TO FINANCIAL STATEMENTS

NOTE 2 — SUMMARY OF ACCOUNTING PRINCIPLES AND PRACTICES:

Basis of accounting

The financial statements of the Plan have been prepared using the accrual basis of accounting in conformity with accounting principles generally accepted in the United States.

Revenue recognition

Income on plan assets is accrued when earned, and gains or losses on the disposition of such assets are recorded when realized.

Valuation of investment assets

Plan assets are reported at fair market value measured by quoted prices in an active market as of the Plan year-end date. Mutual fund investments are valued at net asset value representing the value at which shares of the fund may be purchased or redeemed.

The Plan presents, in the Statement of Changes in Net Assets, the net appreciation in the fair value of its investments, which consists of the realized gains or losses and the unrealized appreciation of those investments.

Participant loans are valued at cost, which approximates fair value.

Use of estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of net assets available for benefits and changes therein. Actual results could differ from those estimates.

Risks and uncertainties

Investment securities are exposed to various risks, such as interest rate and market risks. Due to the level of risk associated with certain investments and the level of uncertainty related to changes in the value of investments, it is at least reasonably possible that changes in risk in the near term would materially affect participants’ account balances and the amount reported in the Statement of Net Assets Available for Plan Benefits and the Statement of Changes in Net Assets Available for Plan Benefits.

MONRO MUFFLER BRAKE, INC.
PROFIT SHARING PLAN

NOTES TO FINANCIAL STATEMENTS

NOTE 3 — INVESTMENTS:

The following table presents the fair values of investments held by the Plan’s trustees. Investments that represent five percent or more of the Plan’s net assets available for benefits are separately identified.

		March 31,
		2006				2005
Common stocks		$	1,231,240			$	**
Mutual funds
Stock Index			2,071,295				1,739,535
Intermediate Horizon SAF*			3,517,685				3,198,853
Intermediate/Long Horizon SAF*			2,828,365				2,415,812
Long Horizon SAF*			4,431,595				3,598,297
Value & Income			1,388,636				1,136,142
Special Equity			1,469,425				**
International Equity			1,424,511				**
Other Investments under 5%			6,253,873				8,103,269
Total Investments		$	24,616,625			$	20,191,908

*		SAF — Strategic Allocation Fund
**		Less than 5%

NOTE 4 — PARTY-IN-INTEREST TRANSACTIONS:

The Plan held investments in Company securities with a fair value of approximately $1,231,000 and $813,000 as of March 31, 2006 and 2005, respectively.

NOTE 5 — BENEFIT OBLIGATIONS:

Benefit obligations for persons who have withdrawn from participation in the Plan were approximately $3,109,000 and $2,102,000 at March 31, 2006 and 2005, respectively.

NOTE 6 — FEDERAL INCOME TAX STATUS:

The Plan administrator has obtained a favorable determination letter dated February 19, 2003 from the Internal Revenue Service, which qualifies the Plan under Section 401(a) of the Internal Revenue Code (the “Code”). The Plan has been amended since receiving the determination letter. However, the Plan administrator believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the Code. The Plan has applied for a new determination letter prompted by a series of changes in the Code that affect qualified retirement plans.

NOTE 7 — RELATED PARTY TRANSACTIONS:

The Plan invests in shares of mutual funds managed by an affiliate of Diversified Investment Advisors. Diversified acts as trustee for only those investments as defined by the Plan. Transactions in such investments qualify as party-in-interest transactions, which are exempt from prohibited transaction rules.

NOTE 8 — RECLASSIFICATION

Certain reclassifications have been made in the 2005 financial statements to conform to the classifications used in 2006.

MONRO MUFFLER BRAKE, INC.
PROFIT SHARING PLAN

Form 5500, Schedule H, Part IV, Question 4I — Schedule of Assets (Held at End of Year)

EIN # 16-0838627, Plan #001
March 31, 2006

(a)		(b)		(c)		(d)		(e)
		Identity of Issuer,		Description of Investment, including
		Borrower, Lessor or		Maturity Date, Rate of Interest,		Number of Units		Current
		Similar Party		Collateral, Par or Maturity Value		or Principal		Value
*		Diversified Investment		Money Market Fund		52,757, Mutual Funds		$	560,625
*		Diversified Investment		High Quality Bond Fund		60,726, Mutual Funds			685,600
*		Diversified Investment		Core Bond Fund		41,958, Mutual Funds			510,214
*		Diversified Investment		Stock Index Fund		205,486, Mutual Funds			2,071,295
*		Diversified Investment		Value & Income Fund		55,746, Mutual Funds			1,388,636
*		Diversified Investment		Growth & Income Fund		55,472, Mutual Funds			1,171,571
*		Diversified Investment		Equity Growth Fund		55,721, Mutual Funds			1,164,018
*		Diversified Investment		Special Equity Fund		53,884, Mutual Funds			1,469,425
*		Diversified Investment		International Equity Fund		81,634, Mutual Funds			1,424,511
*		Diversified Investment		Short Horizon SAF		56,290, Mutual Funds			598,929
*		Diversified Investment		Intermediate Horizon SAF		297,856, Mutual Funds			3,517,685
*		Diversified Investment		Intermediate/Long Horizon SAF		221,833, Mutual Funds			2,828,365
*		Diversified Investment		Short/Intermediate SAF		50,885, Mutual Funds			506,304
*		Diversified Investment		Long Horizon SAF		391,138, Mutual Funds			4,431,595
*		Diversified Investment		Monro Stock Fund		25,408, Common Stock			1,231,240
		Participant Loans		Interest rates range between 5.00% to 10.00%, maturing through July 2015					1,056,612
								$	24,616,625

*		Party-in-interest

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, Monro Muffler Brake, Inc., as Administrator, has duly caused this Annual Report to be signed on its behalf by the undersigned hereunto duly authorized.

Monro Muffler Brake, Inc.
AS ADMINISTRATOR OF
Monro Muffler Brake, Inc.
Profit Sharing Plan

DATE: September 27, 2006		By		/s/ Catherine D’Amico
				Catherine D’Amico Executive Vice President — Finance and Chief Financial Officer

EXHIBIT INDEX

Exhibit

23.1		Consent of Davie Kaplan Chapman & Braverman, PC, Independent Accountants, dated September 27, 2006