UNITED STATES 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 (Date of Earliest Event Reported): November 16, 2005 BRITTON & KOONTZ CAPITAL CORPORATION (Exact Name of Registrant as Specified in its Charter) Mississippi 0-22606 64-0665423 (State or Other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 500 Main Street, Natchez, Mississippi 39120 (Address of Principal Executive Offices) (601) 445-5576 Registrant's Telephone Number, Including Area Code: Check the appropriate box below if the 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 8.01 Other Events. On November 16, 2005, Britton & Koontz Capital Corporation issued a press release announcing the declaration of a quarterly cash dividend on its common stock of $.18 per share. The press release is filed as Exhibit 99.1 to this Form 8-K. Item 9.01 Financial Statements and Exhibits. (c) Exhibits 99.1 Press Release issued by Britton & Koontz Capital Corporation dated November 16, 2005. SIGNATURES 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 16, 2005 /s/ W. Page Ogden ____________________________________ W. Page Ogden Chairman and Chief Executive Officer Exhibits Index Exhibit Number Item 99.1 Press Release issued by Britton & Koontz Capital Corporation dated November 16, 2005. EXHIBIT 99.1 EXHIBIT 99.1 Britton & Koontz Capital Corporation 500 Main Street 601-445-5576 P O Box 1407 601-445-2481 Fax Natchez, MS 39121 corporate@bkbank.com FOR IMMEDIATE RELEASE: FOR MORE INFORMATION: - --------------------- --------------------- November 16, 2005 W. Page Ogden, President & CEO (NASDAQ - BKBK) William M. Salters, CFO BRITTON & KOONTZ DECLARES QUARTERLY DIVIDEND Natchez, Mississippi - The Board of Directors of Britton & Koontz Capital Corporation (Nasdaq: BKBK, "B&K Capital" or "the Company") on November 15, 2005, declared a quarterly dividend of $0.18 per share to shareholders of record as of November 30, 2005, and payable December 15, 2005. This dividend, when added with previous dividends paid in 2005, represents a 7.8% increase over the amount paid in 2004. Britton & Koontz Capital Corporation, headquartered in Natchez, Mississippi, is the parent company of Britton & Koontz Bank, N.A. which operates three full service offices in Natchez, two in Vicksburg, Mississippi, and one in Baton Rouge, Louisiana. The Company also owns Britton & Koontz Title Insurance Agency, Inc. which was established to issue title insurance on properties in the State of Mississippi. As of September 30, 2005, the Company reported assets of $397.6 million and equity of $31.6 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 November 1, 2005, were 2,116,316. Forward Looking Statements This news release contains statements regarding the projected performance of Britton & Koontz Capital and its subsidiaries. These statements constitute forward-looking information within the meaning of the Private Securities Litigation Reform Act. Actual results may differ materially from the projections provided in this release since such projections involve significant known and unknown risks and uncertainties. Factors that might cause such differences include, but are not limited to: competitive pressures among financial institutions increasing significantly; economic conditions, either nationally or locally, in areas in which the Company conducts operations being less favorable than expected; and legislation or regulatory changes which adversely affect the ability of the combined Company to conduct business combinations or new operations. The Company disclaims any obligation to update such factors or to publicly announce the results of any revisions to any of the forward-looking statements included herein to reflect future events or developments. ###