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

                                     FORM 15

      Certification and Notice of Termination of Registration under Section
           12(g) of the Securities Exchange Act of 1934 or Suspension
           of Duty to File Reports under Sections 13 and 15(d) of the
                        Securities Exchange Act of 1934.

                          Commission File No. 000-22423

                              HCB BANCSHARES, INC.
             (Exact name of registrant as specified in its charter)

            237 JACKSON STREET, CAMDEN ARKANSAS 71701 (870) 836-6841
     (Address, including zip code and telephone number, including area code,
                  of registrant's principal executive offices)

                          COMMON STOCK, PAR VALUE $0.01
            (Title of each class of securities covered by this Form)

                                      NONE
       (Titles of all other classes of securities for which a duty to file
                 reports under section 13(a) or 15(d) remains)

     Please  place  an X in  the  box(es)  to  designate  the  appropriate  rule
provision(s) relied upon to terminate or suspend the duty to file reports:

     Rule 12g-4(a)(1)(i)  [X]               Rule 12h-3(b)(1)(i)            [   ]
     Rule 12g-4(a)(1)(ii) [   ]             Rule 12h-3(b)(1)(ii)           [   ]
     Rule 12g-4(a)(2)(i)  [   ]             Rule 12h-3(b)(2)(i)            [   ]
     Rule 12g-4(a)(2)(ii) [   ]             Rule 12h-3(b)(2)(ii)           [   ]
                                            Rule 15d-6                     [   ]

     Approximate  number of holders of record as of the  certification or notice
date: One

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, HCB
Banshares, Inc., has caused this certification/notice to be signed on its behalf
by the undersigned duly authorized person.

DATE: August 26, 2004               BY:/s/ L. Walter Quinn
                                       ----------------------------------------
                                       L. Walter Quinn
                                       Chief Executive Officer
                                       HCB Bancshares, Inc.