FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * ANTIOCO JOHN F   2. Issuer Name and Ticker or Trading Symbol MAIN STREET RESTAURANT GROUP, INC. [MAIN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 1201 ELM STREET, MAIL CODE D04, 32ND FLOOR 3. Date of Earliest Transaction (Month/Day/Year) 01/05/2005 (Street) DALLAS, TX 75270 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 01/05/2005   M   15,000 A $ 3.19 1,116,798 (1) D   Common Stock 01/05/2005   M   2,500 A $ 3.63 1,119,298 (1) D   Common Stock               1,745,422 I By Antioco Limited Partnership (2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Director Stock Option (Right to Buy)

$ 3.19

01/05/2006

M

15,000

(3)

01/08/2006

Common Stock

15,000

$ 0

0

D

Director Stock Option (Right to Buy)

$ 3.63

01/05/2006

M

2,500

(3)

05/21/2006

Common Stock

2,500

$ 0

0

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
ANTIOCO JOHN F 1201 ELM STREET MAIL CODE D04, 32ND FLOOR DALLAS, TX 75270	X	X

Signatures

Michael J. Herron, as attorney-in-fact		01/06/2006
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	During calendar year 2005, the reporting person transferred 1,101,798 shares of the Issuer's common stock to his former spouse pursuant to a domestic relations order. For purposes of Section 16, the reporting person no longer reports as beneficially owned any securities owned by his former spouse.
(2)	The shares are held by Antioco Limited Partnership (the "Partnership"). The reporting person is the sole managing member of Antioco Management LLC, which is the sole general partner of the Partnership. A trust for the benefit of descendants of the reporting person and his former spouse is the sole limited partner of the Partnership. As managing member of the Partnership's general partner, the reporting person has sole power to vote or dispose of shares held by the Partnership and therefore may be deemed to be the beneficial owner of shares held by the Partnership. The reporting person disclaims beneficial ownership of shares held by the Partnership except to the extent that his individual interest in such shares arises from his interest in the Partnership, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
(3)	The option is fully vested and exercisable.

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