EXHIBIT 99.1

                           FARMERS AND MERCHANTS BANK

               SPECIAL MEETING OF SHAREOWNERS, [____________] 2004
           THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

      The undersigned hereby appoints [______________] and [______________], or
either of them in case the other is unable or unwilling to act, as Proxies, each
with the power to appoint his substitute, and hereby authorizes them to
represent and to vote, as designated below, all of the shares of voting stock of
Farmers and Merchants Bank held of record by the undersigned on [___________]
2004, at the Special Meeting of Shareowners to be held on [_____________], 2004,
or any adjournments thereof. The affirmative vote of a majority of the shares
represented at the meeting may authorize the adjournment of the meeting;
provided, however, that no proxy which is voted against the Agreement and Plan
of Merger will be voted in favor of adjournment to solicit further proxies for
such proposal.

      1.    Approval and Adoption of the Agreement and Plan of Merger, dated as
            of May 12, 2004, by and among Capital City Bank Group, Inc., Capital
            City Bank and Farmers and Merchants Bank, and the transactions and
            agreements contemplated by that agreement.

            [  ]  FOR                 [  ]  AGAINST              [  ]  ABSTAIN

      2.    In their discretion, the Proxies are authorized to vote upon such
            other business as may properly come before the meeting or any
            adjournments thereof.

THE BOARD OF DIRECTORS OF FARMERS AND MERCHANTS BANK RECOMMENDS A VOTE FOR THE
ADOPTION OF THE AGREEMENT AND PLAN OF MERGER.

THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREOWNER, BUT IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED FOR ADOPTION OF THE AGREEMENT AND PLAN OF MERGER AND IN THE DISCRETION OF
THE PROXIES ON ALL OTHER MATTERS THAT ARE PROPERLY BROUGHT BEFORE THE SPECIAL
MEETING.


      The undersigned acknowledges receipt of Notice of the Special Meeting and
the related Proxy Statement/Prospectus from Farmers and Merchants Bank prior to
the execution of this Proxy.

      DATED: ________________, 2004

                                       ________________________________________
                                       Signature

                                       ________________________________________
                                       Signature, if held jointly

                                       Please sign exactly as name appears on
                                       this Proxy Card. When shares are held by
                                       joint tenants, both should sign. When
                                       signing as attorney-in-fact, executor,
                                       administrator, personal representative,
                                       trustee or guardian, please give full
                                       title as such. If a corporation, please
                                       sign in full corporate name by
                                       President or other authorized officer.
                                       If a partnership, please sign in
                                       partnership name by authorized person.

PLEASE MARK, DATE, SIGN AND RETURN THIS PROXY CARD PROMPTLY USING THE ENCLOSED
ENVELOPE.