10-Q/A

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549

                                   FORM 10-Q/A

QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the quarterly Period Ended July 1, 1996

Commission File Number:  0-18668


                        MAIN STREET AND MAIN INCORPORATED
             (Exact name of registrant as specified in its charter)

         DELAWARE                                         11-294-8370
(State of other jurisdiction of                           (I.R.S. Employer
incorporation or organization)                            Identification No.)

             5050 N. 40TH STREET, SUITE 200, PHOENIX, ARIZONA 85018
                    (Address of principal executive offices)

                                 (602) 852-9000
              (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 ___


Number of shares of common stock,  .001 par value, of registrant  outstanding at
July 1, 1996: 7,951,825

PART II. OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K

                  (a)      Exhibits

                           Exhibit Number          Exhibit
                           --------------          -------
                                   27              Financial Data Schedule

                  (b)      The  Registrant  did not file any reports on Form 8-K
                           during the three months ended July 1, 1996.



                                   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 thereunto duly authorized.



                               Main Street and Main Incorporated



Dated:    August 26, 1996      /s/ Joe W. Panter
                               ----------------------------
                               Joe W. Panter, President and
                               Chief Executive Officer



Dated:    August 26, 1996      /s/ Mark C. Walker
                               ----------------------------------------
                               Mark C. Walker, Chief Financial Officer,
                               Vice President Finance, Secretary and Treasurer

                                       2

EX-27

 


<ARTICLE>                     5
<LEGEND>
                    This  exhibit  shall not be deemed  filed for
                    purposes of Section 11 of the  Securities Act
                    of  1933  and  Section  18 of the  Securities
                    Exchange Act of 1934, or otherwise subject to
                    the liability of such sections,  nor shall it
                    be  deemed a part of any other  filing  which
                    incorporates this report by reference, unless
                    such other filing expressly incorporates this
                    Exhibit by reference.

<MULTIPLIER>                                   1,000
<CURRENCY>                                U.S. DOLLARS
       
                             
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-30-1996
<PERIOD-END>                               JUL-01-1996
<EXCHANGE-RATE>                                      1
<CASH>                                           3,489
<SECURITIES>                                         0
<RECEIVABLES>                                    1,249
<ALLOWANCES>                                         0
<INVENTORY>                                      1,562
<CURRENT-ASSETS>                                 6,859
<PP&E>                                          55,507
<DEPRECIATION>                                  10,683
<TOTAL-ASSETS>                                  80,917
<CURRENT-LIABILITIES>                           15,943
<BONDS>                                         31,688
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<COMMON>                                             8
<OTHER-SE>                                      30,664
<TOTAL-LIABILITY-AND-EQUITY>                    80,917
<SALES>                                         63,919
<TOTAL-REVENUES>                                63,919
<CGS>                                           18,206
<TOTAL-COSTS>                                   18,206
<OTHER-EXPENSES>                                40,503
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               1,610
<INCOME-PRETAX>                                (6,589)
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                            (6,589)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   (6,589)
<EPS-PRIMARY>                                    (.83)
<EPS-DILUTED>                                    (.83)