BRITTON & KOONTZ CAPITAL CORP
8-K, 1998-11-10
STATE COMMERCIAL BANKS
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                      SECURITIES AND EXCHANGE COMMISSION
 
                          Washington, D.C.  20549




                                 FORM 8-K

                              CURRENT REPORT




                       PURSUANT TO SECTION 13 OR 15(d)

                    OF THE SECURITIES EXCHANGE ACT OF 1934





                      Date of Report: November 10, 1998





                     BRITTON & KOONTZ CAPITAL CORPORATION
              (Exact name of issuer as specified in its charter)





                                                              64-0665423
             Mississippi                 0-22606             (IRS Employer
     (State of Incorporation)     Commission File Number   Identification No.)





                  500 Main Street, Natchez, Mississippi  39120
                    (Address of principal executive offices)





                            Telephone:  (601)445-5576

<PAGE>





                     BRITTON & KOONTZ CAPITAL CORPORATION
                               AND SUBSIDIARY



                                  INDEX









Item 5.  Other Events.

          The contents of Exhibit 20 to this Form 8-K are hereby 
          incorporated herein by this reference.




          
<PAGE>



                                  SIGNATURE


     Pursuant to the requirements of the Securities Exchange Act of 1934, the 
registrant has duly caused this report to be signed on its behalf by the 
undersigned thereto duly authorized.

                                        
                         BRITTON & KOONTZ CAPITAL CORPORATION




November 10, 1998        /s/ W. Page Ogden           
                         W. Page Ogden
                         President and Chief Executive Officer



<PAGE>



Exhibits Index






Exhibit
Number          Item                     



20              Other Documents or Statements to Security Holders


                Press Release Dated November 3, 1998

<PAGE>


Britton & Koontz Capital Corporation


500 Main Street                                    
P O Box 1407
Natchez, MS  39121				


601-445-5576
601-445-2488  Fax
http://www.bkbank.com							
[email protected]



FOR IMMEDIATE RELEASE:           FOR MORE INFORMATION:
November 3, 1998                 W. Page Ogden, President & CEO
for (Nasdaq/Symbol BKBK)         Bazile R. Lanneau, Jr., Vice President & CFO



BRITTON & KOONTZ DECLARES SEMI-ANNUAL DIVIDEND
 
Natchez, Mississippi-- Britton & Koontz Capital Corporation
declared a semi-annual dividend of $.30 per share payable
December 15, 1998, to shareholders of record as of November 27,
1998.  The dividend represents an increase of $.01 per share
over the $.29 per share dividend  paid in June, 1998, bringing
the total annual dividend for 1998 to $.59 per share.

Britton & Koontz Capital Corporation, headquartered in Natchez,
Mississippi, is the parent company of Britton & Koontz First
National Bank which operates three full service offices in
Natchez.  As of September 30, 1998,  the Company reported assets
of $175.4 million and equity of $19.2 million.  The Company's
stock is traded on NASDAQ under the symbol BKBK and the transfer
agent is American Stock Transfer & Trust Company.  Total shares
outstanding at September 30, 1998, amounted to 1,767,064.




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