SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

PERRY DON W

(Last)

(First)

(Middle)

P. O. BOX 1027

(Street)

SANFORD

27330

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
CAPITAL BANK CORP [ CBKN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/19/2005

4. If Amendment, Date of 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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	07/19/2005		M		8,385	A	⁽⁵⁾	12,541⁽⁴⁾	D
Common Stock								7,500	I	By Spouse
Common Stock								900	I	By Minor Child 1⁽¹⁾
Common Stock								900	I	By Minor Child 2⁽²⁾
Common Stock								44,265	I	By Affliated Corporation⁽³⁾

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$14							08/10/1998	08/10/2008	Common Stock	2,500		2,500	D
Stock Option (Right to Buy)	$8							01/03/2000	01/03/2010	Common Stock	2,500		2,500	D
Stock Option (Right to Buy)	$10.65							12/28/2001	12/28/2011	Common Stock	5,000		5,000	D
Stock Option (Right to Buy)	$18.36							12/31/2004	12/31/2014	Common Stock	2,500		2,500	D
Phantom Stock Units	⁽⁵⁾	07/19/2005		M			8,385	⁽⁶⁾	⁽⁶⁾	Common Stock	8,385	⁽⁵⁾	0	D

Explanation of Responses:

1. Minor Child 1 - W. Perry

2. Minor Child 2 - M. Perry

3. Lee Brick & Tile Company - 4% owned by reporting person.

4. Updates amount of securities beneficially owned to include shares of common stock acquired on January 18 and April 18, 2005 under the Capital Bank Corporation dividend reinvestment plan.

5. 1-for-1

6. The stock units are payable in stock or cash, at the discretion of the issuer, upon the reporting person's termination of service as a director due to retirement, disability, or death, or upon a one-time irrevocable election to terminate participation in the Deferred Compensation Plan for Outside Directors or cancel all or a portion of such reporting person's prior deferrals pursuant to recent amendments to the plan as permitted by transition guidance provided under Section 409A of the Internal Revenue Code of 1986, as amended.

	Ryan T. Hutchins, by power of attorney	07/20/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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