(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

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 o.

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 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.

SCHEDULE 13D

CUSIP No. 139 74 105

1	NAMES OF REPORTING PERSONS	William Godfrey Smith, Jr.
	I.R.S. IDENTIFICATION NOS. OF ABOVE
	PERSONS (ENTITIES ONLY)

2	CHECK THE APPROPRIATE BOX IF A
	MEMBER OF A GROUP	(a) o (b) o

3	SEC USE ONLY

4	SOURCE OF FUNDS*	Distribution from Estate

5	CHECK BOX IF DISCLOSURE OF LEGAL
	PROCEEDINGS IS REQUIRED PURSUANT
	TO ITEM 2(d) or 2(e)	o

6	CITIZENSHIP OR PLACE OF ORGANIZATION	U.S.A.

NUMBER OF	7	SOLE VOTING POWER	2,252,384
SHARES
BENEFICIALLY	8	SHARED VOTING POWER	1,378,083
OWNED BY
EACH	9	SOLE DISPOSITIVE POWER	2,252,384
REPORTING
PERSON WITH	10	SHARED DISPOSITIVE	1,378,083
		POWER

11	AGGREGATE AMOUNT BENEFICIALLY	3,630,467
	OWNED BY EACH REPORTING PERSON

12	CHECK BOX IF THE AGGREGATE AMOUNT
	IN ROW (11) EXCLUDES CERTAIN SHARES*	x

13	PERCENT OF CLASS REPRESENTED BY
	AMOUNT IN ROW (11)	21.2%

14	TYPE OF REPORTING PERSON*	IN

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AMENDMENT NO. 22 TO SCHEDULE 13D

This Amendment No. 22 amends and supplements the Statement on Schedule 13D and all subsequent amendments. The items of the Schedule 13D referred to below are amended and supplemented by the addition of the information indicated.

Item 4.	Purpose of Transaction is amended to include:

	On March 10, 2010, 45,704 shares of CCBG Common Stock were distributed from the Patricia Hill Smith Estate to each of the following trusts: The VAS Trust, The WHS Trust, The JWS Trust, and The WGS III Trust.

There are no plans or proposals by William G. Smith, Jr. to take any of the actions listed in Item 4(a)-(j).

Item 5.

Interest in Securities of the Issuer

Item 5(a), (b) and (c) are amended in full to read as follows:

		Number of	Percentage
		Shares	Ownership**
(a)	William G. Smith, Jr.	2,247,801	13.2%
	Capital City Bank as Custodian for
	William G. Smith, Jr., IRA	4,583	*
	The JWS Trust	83,221	*
	The WGS III Trust	83,221	*
	The VAS Trust	80,728	*
	The WHS Trust	80,728	*
	The William Godfrey Smith Trust	432,483	2.5%
	2S Partnership	617,702	3.6%
		3,630,467	21.2%

	Paula P. Smith (wife)	55,666	*
	Capital City Bank as Custodian for

	Paula P. Smith, IRA	4,307	*
		59,973	*

		*Less than 1%.

		**Based on 17,063,123 shares of CCBG Common Stock outstanding as of March 15, 2010.

		Under the definition of “beneficial ownership” in Section 13d-3 of the Act and the rules and regulations promulgated thereunder, Mr. Smith may be deemed to be a beneficial owner of 59,973 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 2,252,384 shares of CCBG common stock consisting of (a) 2,247,801

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		shares held directly, (b) 4,583 shares held by Capital City Bank as custodian for William G. Smith, Jr., IRA.

		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 1,378,083 shares of CCBG common stock, consisting of (u) 83,221 shares in The JWS Trust, (v)83,221 shares in The WGS III Trust, (w) 80,728 shares in The VAS Trust, (x) 80,728 shares in The WHS Trust, (y) 432,483 shares in The William Godfrey Smith Trust and (z) 617,702 shares in 2S Partnership.

		Mr. Smith has no voting or investment power with respect to the 59,973 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)	On March 10, 2010, 45,704 shares of CCBG Common Stock were distributed from the Patricia Hill Smith Estate to each of the following trusts: The VAS Trust, The WHS Trust, The JWS Trust, and The WGS III Trust. No consideration was paid for the shares.

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: March 15, 2010

	/s/ William G. Smith, Jr.
	William G. Smith, Jr.

352463

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