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 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 *
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)
ExVP and CFO
(Last)
(First)
(Middle)
217 NORTH MONREE STREET
3. Date of Earliest Transaction (Month/Day/Year)
12/31/2003
(Street)

TALLAHAUSSES, 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)
Code V Amount (A) or (D) Price
Common Stcok 12/31/2003   A   47 (1) A $ 32.472 21,302 D  
Common Stock               15,633 D  
Common Stock               5.96 (2) I Spouse
Common Stock               295 I Custodian - Daugter
Common Stock               295 I Custodian - Daughter
Common Stock               295 I Custodian - Son
Common Stock               295 I Custodian - Son
Common Stock               3,630 I By IRA
Common Stock               4,076 I By Spouse - IRA
Common Stock               1,050.7798 (3) 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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
DAVIS J KIMBROUGH
217 NORTH MONREE STREET
TALLAHAUSSES, FL 32301
      ExVP and CFO  

Signatures

 J. Kimbrough Davis   01/06/2004
**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) These shares of common stock were purchased in 2003 pursuant of the Company's Associate Stock Purchase Plan and were exempt from the reporting and short-swing profit liability requirements of Section 16 pursuant to Rule 16b-3(c) promulgated thereunder.
(2) Includes .09875 shares of common stock that were purchased in 2003 under the Company's 1996 Dividend Reinvestment Plan and were exempt from the reporting and short-swing profit liability provisions of Section 16 pursuant to Rule 16a-11 promulgated thereunder. Mr. Davis disclaims beneficial ownership.
(3) Includes 13.2477 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 16 pursuant to Rule 16b-3(c) promulgated thereunder.

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