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. 19)*
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 18, 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 reminder of this cover page shall be filed 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 William G. Smith, Jr.
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 883,183.1
SHARES
BENEFICIALLY 8 SHARED VOTING POWER 1,862,322.5
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER 883,183.1
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE POWER 1,862,322.5
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,695,505.6
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [X]
21,727.0
12 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
30.42%
14 TYPE OF REPORTING PERSON* IN
AMENDMENT NO. 19 TO SCHEDULE 13D
Item 4. Purpose of Transaction is amended to include:
As of April 18, 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. 19 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. William G. Smith, Jr. 781,075.9 8.81%
Capital City Bank as Custodian for
William G. Smith, Jr., IRA 2,260.4 *
William G. Smith, Jr. as Custodian for 24,923.4 *
Jennifer W. Smith (Minor Daughter)
William G. Smith, Jr. as Custodian for 24,923.4 *
William G. Smith, III (Minor Son)
The JWS Trust 21,801.2 *
The WGS III Trust 21,801.2 *
The VAS Trust 22,416.0 *
The WHS Trust 22,416.0 *
The William Godfrey Smith Trust 271,042.1 3.06%
William Godfrey Smith Power of Attorney 1,166,205.0 13.16%
2 S Partnership 336,641.0 3.80%
----------- ------
2,695,505.6 30.42%
=========== ======
Paula P. Smith (wife) 19,603.0 *
Capital City Bank as Custodian for
Paula P. Smith, IRA 2,124.0 *
----------- ------
21,727.0 *
=========== ======
* Less than 1%.
Under the definition of "beneficial ownership" in
Section 13d-3 of the Securities Exchange Act of 1934,
as amended (the "Act"), and the rules and regulations
promulgated thereunder, Mr. Smith may be deemed to be a
beneficial owner of 21,727.0 shares of CCBG common
stock held by his wife, Paula P. Smith, and Capital
City Bank as Custodian for Paula P. Smith, IRA.
Neither the filing of this statement nor any of its
contents shall be deemed to be an admission that
Mr. Smith is the beneficial owner of such shares.
b. Mr. Smith has sole voting and investment power with
respect to 883,183.1 shares of CCBG common stock
consisting of (a) 781,075.9 shares held directly,
(b) 2,260.4 shares held by Capital City Bank as
custodian for William G. Smith, Jr., IRA, (c) 24,923.4
shares held as Custodian for Jennifer W. Smith, and
(d) 24,923.4 shares held as Custodian for William G.
Smith, III.
Mr. Smith shares voting and investment power with
Robert H. Smith, Vice President, Capital City Bank
Group, Inc., 217 N. Monroe Street, Tallahassee, Florida
32301, with respect to 696,117.5 shares of CCBG common
stock, consisting of (u) 21,801.2 shares in the JWS
Trust, (v) 21,801.2 shares in the WGS III Trust,
(w) 22,416.0 shares in the VAS Trust, (x) 22,416.0
shares in the WHS Trust, (y) 271,042.1 shares in the
William Godfrey Smith Trust and (z) 336,641.0 shares in
the 2 S Partnership. Mr. Smith shares voting and
investment power with William Godfrey Smith, Vice
Chairman, Capital City Bank Group, Inc., 217 North
Monroe Street, Tallahassee, Florida 32301, with respect
to 1,166,205.0 shares by virtue of a Durable Power of
Attorney, dated as of December 20, 1996, over all
shares of CCBG common stock owned by William Godfrey
Smith.
Mr. Smith has no voting or investment power with
respect to the 21,727.0 shares of CCBG common stock
held by his wife, Paula P. Smith, and by Capital City
Bank as Custodian for Paula P. Smith, IRA. Pursuant to
Rule 13d-4 promulgated under the Act, Mr. Smith
disclaims beneficial ownership of such shares.
c. As of March 29, 1999, each of the following
acquisitions occurred in connection with CCBG's 1996
Dividend Reinvestment Plan, at a cost of $23.46 per
share:
Number of
Shares
William G. Smith, Jr. 25.6
Capital City Bank as Custodian for 11.5
William G. Smith, Jr., IRA
William G. Smith, Jr. as Custodian for 5.1
Jennifer W. Smith (Minor Daughter)
William G. Smith, Jr. as Custodian for 5.1
William G. Smith, III (Minor Son)
The William Godfrey Smith Trust 130.8
2 S Partnership 13.5
Capital City Bank as Custodian for
Paula P. Smith, IRA 10.8
d. Not applicable.
e. Not applicable.
Signature
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
Date: May 24, 1999
/s/ William G. Smith, Jr.
William G. Smith, Jr.