UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549


FORM 8-K/A


CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 28, 2006

FENTURA FINANCIAL, INC.
(Exact Name of Registrant as Specified in Charter)

Michigan
(State or Other Jurisdiction
of Incorporation)
000-23550
(Commission
File Number)
38-2806518
(IRS Employer
Identification No.)

175 North Leroy Street
P.O. Box 725
Fenton, Michigan

(Address of principal executive office)
48430-0725
(Zip Code)

Registrant’s telephone number, including area code: (810) 750-8725

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[    ]    Written communications pursuant to Rule 425 under the Section Act (17 CFR 230.425)
[    ]    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12).
[    ]    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240-14d-2(b)).
[    ]    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).


Item 8.01    Other Events

This amendment is being filed to correct certain information set forth in the Current Report on Form 8-K filed by the Corporation on February 28, 2006. That Current Report disclosed that the Corporation sold a total of 23,019 shares of common stock in the secondary offering it conducted in 2005. The correct number of shares sold was 23,119.









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SIGNATURE

        Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned thereunto duly authorized.

Dated: March 10, 2006 FENTURA FINANCIAL, INC.
(Registrant)


By: /s/ Ronald L. Justice
        Ronald L. Justice
        Secretary and Senior VP





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