Edgar Filing: CAPITAL CITY BANK GROUP INC

Ownership Submission

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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3235-0287

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January 31, 2005

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

DAVIS J KIMBROUGH

2. Issuer Name and Ticker or Trading Symbol
CAPITAL CITY BANK GROUP INC [CCBG]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Executive Vice Preident & CFO

(Last)

(First)

(Middle)

217 NORTH MONROE STREET

3. Date of Earliest Transaction (Month/Day/Year)
04/29/2005

(Street)

TALLAHASSEE, FL 32301

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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/29/2005		P		100	A	$ 37.1	3,730	I	By IRA
Common Stock	04/29/2005		P		315	A	$ 37.11	4,391 ⁽¹⁾	I	By Wife's IRA
Common Stock	12/31/2004		P		91 ⁽²⁾	A	$ 35.631	23,280	D
Common Stock								15,633	D
Common Stock								295	I	Custodian for Daugther
Common Stock								295	I	Custodian - Daughter
Common Stock								295	I	Custodian - Son
Common Stock								295	I	Custodian - Son
Common Stock								6.097 ⁽³⁾	I	Spouse
Common Stock								1,053.3674 ⁽⁴⁾	I	By 401(k) Plan

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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
DAVIS J KIMBROUGH 217 NORTH MONROE STREET TALLAHASSEE, FL 32301			Executive Vice Preident & CFO

Signatures

J. Kimbrough Davis		05/03/2005
^**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)	The reporting person disclaims beneficial ownership of these shares and this report shall not be deemed an admission that the reporting person is beneficial owner of such securities for purposes of Section 16 or for any other purposes.
(2)	These shares of common stock were purchased in 2004 pursuant of the Company's Associate Stock Purchase Plan and were exempt from the reporting and short-swing liability requirements of Section 16 pursuant to Rule 16b-3(c) promulgated thereunder.
(3)	Includes .137 shares of common stock that were purchased in 2004 under the Company's 1996 Dividend Reinvestment Plan and were exempt from the reporting and short-swing provisions of Section 16 pursuant to Rule 16a-11 promulgated thereunder.
(4)	Includes 2.5876 shares of common stock that were purchased under the Company's 1997 401(k) Profit Sharing Plan and were exempt from the reporting and short-swing provisions of Section 16b-3(c) promulgated thereunder.

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