BRITTON & KOONTZ CAPITAL CORP
8-K, 2000-08-28
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: August 28, 2000



                     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.

Item 7.  Financial Statements and Exhibits.

         (c)      Exhibits.

                  20       Other Documents or Statements to Security Holders.





<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




August 28, 2000                         /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 August 25, 2000





<PAGE>



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