UNITED STATES
             SECURITIES AND EXCHANGE COMMISSION
                   Washington, D.C.  20549


                        SCHEDULE 13D
                       (Rule 13d-101)


 INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
                        RULE 13d-1(a)
   AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)
                     (Amendment No. 17)*

                Capital City Bank Group, Inc.
                      (Name of Issuer)

                Common Stock, $.01 Par Value
               (Title of Class of Securities)

                          13974105
                       (CUSIP Number)

 J. Kimbrough Davis, P.O. Box 11248, Tallahassee, FL; (850)
                          671-0300
 (Name, Address and Telephone Number of Person Authorized to
             Receive Notices and Communications)

                       April 19, 1999
   (Date of Event which Requires Filing of this Statement)


If the filing person has previously filed a statement on
Schedule 13G to report the acquisition which is the subject
of this Schedule 13D, and is filing this schedule because of
Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [].

Note: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all
exhibits.  See Rule 13d-7(b) for other parties to whom
copies are to be sent.

*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect
to the subject class of securities, and for any subsequent
amendment containing information which would alter
disclosures provided in a prior cover page.

The information required on the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section
18 of the Securities Exchange Act of 1934 (the "Act") or
otherwise subject to the liabilities of that section of the
Act but shall be subject to all other provisions of the Act
(however, see the Notes).


                        SCHEDULE 13D

CUSIP No. 13974105




1    NAMES OF REPORTING PERSONS    Robert Hill Smith

     I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)



2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP  (a) []
                                                       (b) []
     N/A



3    SEC USE ONLY



4    SOURCE OF FUNDS*    PF, PN



5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
     PURSUANT TO ITEM 2(d) or 2(e)

     N/A



6    CITIZENSHIP OR PLACE OF ORGANIZATION    U.S.A.



NUMBER OF           7    SOLE VOTING POWER         788,212.0
SHARES
BENEFICIALLY        8    SHARED VOTING POWER       696,117.5
OWNED BY
EACH                9    SOLE DISPOSITIVE POWER    788,212.0
REPORTING
PERSON WITH        10    SHARED DISPOSITIVE POWER  696,117.5



11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
     PERSON 1,484,329.5



12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
     CERTAIN SHARES*  [X]

     27,307.1


13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

     16.75%



14   TYPE OF REPORTING PERSON*     IN



              AMENDMENT NO. 17 TO SCHEDULE 13D

Item 4.  Purpose of Transaction is amended to include:

As of April 19, 1999, Mr. Smith resigned as co-trustee of
the Smith Family Charitable Lead Trust, and as of that date,
is no longer a beneficial owner of the 250,000 shares of
Capital City Bank Group, Inc. ("CCBG") common stock therein.

As of March 29, 1999, each of the acquisitions described in
Item 5(c) of this Amendment No. 17 to Schedule 13D were made
in connection with CCBG's 1996 Dividend Reinvestment Plan.

Item 5.  Interest in Securities of Issuer is amended to read
as follows:

                                                   Number of     Percentage
                                                    Shares       Ownership

a.     Robert Hill Smith                           724,384.0        8.17%

       Robert Hill Smith as Custodian for           31,914.0           *
         Virginia Austin Smith (Minor Daughter)

       Robert Hill Smith a