UNITED STATES

                     SECURITIES AND EXCHANGE COMMISSION

                          Washington, D. C.  20549

                                   FORM 10-Q



Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934.

For the quarterly period ended      June 30, 1998

Commission File Number  2-89900

                                    NBC CAPITAL CORPORATION
                    (Exact name of registrant as specified in its charter.)


    Mississippi                              64-0694775
(State of other jurisdiction of          (I. R. S. Employer
incorporation or organization)           Identification No.)


NBC Plaza, P. O. Box 1187, Starkville, Mississippi            39760
(Address of principal executive offices)                    (Zip Code)

Registrants's telephone number, including area code:  (601) 323-1341

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.

                           YES [X]      NO [ ]

Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practical date:

Common Stock, $1 Par Value - 4,800,000 shares as of June 30, 1998.
     




                      PART I. - FINANCIAL INFORMATION

                          NBC CAPITAL CORPORATION
                   CONSOLIDATED STATEMENTS OF INCOME FOR
                         SIX MONTHS ENDED JUNE 30, 
                                (Unaudited) 

(Amounts in thousands, except per share data)

                                                        
             
                                                                            
                                                        1998       1997   
                                                       _______   _______    
                                            
INTEREST INCOME:
  Interest and Fees on Loans                           $18,299   $17,600   
  Interest Income on Balances Due From Banks                45        14    
  Interest on U. S. Treasury Securities and
    U. S. Government Agencies and Corp.                  2,637     3,084    
  Interest on Obligation of States and 
    Political Subdivisions                               2,531     1,809
  Interest on Other Securities                              64        64 
  Interest on Federal Funds Sold and Securities
    Purchased under Agreements to Resell                   422       430   
                                                       _______   _______    
Total Interest Income                                   23,998    23,001
INTEREST EXPENSE:
  Interest on Time Certificates of Deposit of
    $100,000 or More                                     1,978     1,784 
  Interest on Other Deposits                             8,533     7,882 
  Interest on Federal Funds Purchased and 
    Securities Sold Under Agreements to Repurchase         331       225
  Interest on Demand Notes Issued to the U. S. 
    Treasury and on Other Borrowed Money                   468       400
                                                       _______   _______    
                    Total Interest Expense              11,310    10,291
  Net Interest Income                                   12,688    12,710
Provision for Possible Loan Losses                         520       520
                                                       _______   _______
  Net Interest Income After Provision for        
    Loan Losses                                         12,168    12,190  
                                                       _______   _______    
NONINTEREST INCOME:
  Income from Fiduciary Activities                         588       550
  Service Charge on Deposit                              1,855     1,839
  Other Noninterest Income                               1,529     1,319
                                                       _______   _______    

                   Total Noninterest Income              3,972     3,708
Gains (Losses) on Securities                                23       (59)
                                                       _______   _______    
NONINTEREST EXPENSE:
  Salaries and Employee Benefits                         5,405     5,123
  Expense of Premises and Fixed Assets                   1,548     1,389
  Other Noninterest Expense                              2,809     2,789
                                                       _______   _______    
   
                   Total Noninterest Expense             9,762     9,301
                                                       _______   _______    

Income Before Income Taxes                               6,401     6,538
Applicable Income Taxes                                  1,519     1,838
                                                       _______   _______    

NET INCOME                                             $ 4,882   $ 4,700
                                                       =======   =======

Net Earnings Per Share                                    1.02       .98

NOTE:  1997 Earnings per share have been restated to reflect the October, 
       1997 stock split. 




                           NBC CAPITAL CORPORATION
                   CONSOLIDATED STATEMENTS OF INCOME FOR THE
                            QUARTER ENDED JUNE 30,
                                 (Unaudited) 

(Amounts in thousands, except per share data)



                                                         1998      1997 
                                                       _______   _______    
                                                
INTEREST INCOME:
  Interest and Fees on Loans                           $ 9,248   $ 8,927
  Interest Income on Balances Due From Banks                22         8
  Interest on U. S. Treasury Securities and
    U. S. Government Agencies and Corp.                  1,283     1,568
  Interest on Obligation of States and 
    Political Subdivisions                               1,343       894
  Interest on Other Securities                              32        37
  Interest on Federal Funds Sold and Securities
    Purchased under Agreements to Resell                   156       234
                                                       _______   _______    
Total Interest Income                                   12,084    11,668
INTEREST EXPENSE:
  Interest on Time Certificates of Deposit of
    $100,000 or More                                       996       967
  Interest on Other Deposits                             4,333     3,950
  Interest on Federal Funds Purchased and 
    Securities Sold Under Agreements to Repurchase         169       119
  Interest on Demand Notes Issued to the U. S. 
    Treasury and on Other Borrowed Money                   226       198
                                                       _______   _______    

                    Total Interest Expense               5,724     5,234
  Net Interest Income                                    6,360     6,434
Provision for Possible Loan Losses                         260       260
                                                       _______   _______    
  Net Interest Income After Provision for        
  Loan Losses                                            6,100     6,174
                                                       _______   _______    
NONINTEREST INCOME:
  Income from Fiduciary Activities                         294       275
  Service Charge on Deposit Accounts                       943       934
  Other Noninterest Income                                 716       580
                                                       _______   _______    

                   Total Noninterest Income              1,953     1,789
Gains (Losses) on Securities                                47        (4)
                                                       _______   _______    
NON INTEREST EXPENSE:
  Salaries and Employee Benefits                         2,726     2,497
  Expense of Premises and Fixed Assets                     763       702
  Other Noninterest Expense                              1,377     1,443
                                                       _______   _______    

                 Total Noninterest Expense               4,866     4,642
                                                       _______   _______    

Income Before Income Taxes                               3,234     3,317
Applicable Income Taxes                                    731       931
                                                       _______   _______    

NET INCOME                                             $ 2,503   $ 2,386
                                                       =======   =======

Net Earnings Per Share                                     .52       .50
                                 

NOTE:  1997 Earnings per share have been restated to reflect the October,
       1997 stock split.




                          NBC CAPITAL CORPORATION

                        CONSOLIDATED BALANCE SHEETS


(Amounts in thousands)                        Jun.30,1998    Dec.31,1997
                                               ________       ________
ASSETS                                        (Unaudited)     (Audited)
Cash and Balances Due From Banks:
  Noninterest-Bearing Balances                 $ 25,760       $ 23,536
  Interest-Bearing Balances                         112            319
                                               ________       ________
    Total Cash and Due From Banks                25,872         23,855
Held-To-Maturity Securities (Market Value of
  $34,036 at March 31, 1997 and $34,633 at
  December 31, 1996)                             31,141         31,358
Available-For-Sale Securities
  Mortgage-Backed Securities                     32,769         43,179
  All Other Available-For-Sale Securities       129,340        111,175
                                               ________       ________
    Total Securities                            193,250        185,712
Federal Funds Sold and Securities Purchased 
 Under Agreements to Resell                       6,942         18,948
Other Earning Assets                              2,832              0
Loans                                           402,961        394,810
  Less: Unearned Interest                            43           (104) 
  Less: Reserve for Loan Losses                  (6,934)        (7,016)
                                               ________       ________
    Net Loans                                   396,070        387,690
Bank Premises and Equipment (Net)                13,125         13,356
Interest Receivable                               6,692          6,352
Other Real Estate Owned                             278            225
Other Assets                                     13,930         10,688
    TOTAL ASSETS                               $658,991       $646,826
                                               ========       ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
  Non-Interest Bearing                         $ 74,968       $ 74,083
  Interest-Bearing Time, $100,000 or More        95,401         69,204
  Other Interest-Bearing                        378,618        386,037
                                               ________       ________
    Total Deposits                              548,987        529,324
Federal Funds Purchased and Securities Sold
  Under Agreements to Repurchase                 10,717         20,021
Demand Notes Issued to the U. S. Treasury         2,536          2,411
Other Borrowed Funds                             13,329         15,213
Interest Payable                                  2,337          2,479
Other Liabilities                                 6,098          6,760
                                               ________       ________
    TOTAL LIABILITIES                           584,004        576,208

Stockholders' Equity:
  Common Stock $1 par value, Authorized
  10,000,000 shares, Issued and Outstanding
  4,800,000                                       4,800          4,800
Surplus                                          33,002         33,002
Undivided Profits                                36,747         32,392
Accumulated other comprehensive income              438            424
                                               ________       ________
     TOTAL STOCKHOLDERS' EQUITY                  74,987         70,618
                                               ________       ________
     TOTAL LIABILITIES AND STOCKHOLDERS' 
       EQUITY                                  $658,991       $646,826
                                               ========       ========



                         NBC CAPITAL CORPORATION

                   CONSOLIDATED STATEMENTS OF CASH FLOWS

                    FOR THE SIX MONTHS ENDED JUNE 30,  
          
                               (Unaudited)

(Amounts in thousands)
                                                        1998      1997  
                                                      _______   _______
CASH FLOWS FROM OPERATING ACTIVITIES

  Net Income                                          $ 4,882   $ 4,700    
  Adjustments to reconcile net income to net cash
    Depreciation and Amortization                         878       752
    Deferred Income Taxes (Credits)                       (37)     (114)
    Provision for Loan Losses                             520       520
    Loss (Gain) on Sale of Securities                     (23)       58
    (Increase) Decrease in Interest Receivable           (340)      102)
    (Increase) Decrease in Other Assets                (6,204)   (1,542)
    Increase (Decrease) in Interest Payable              (142)       72 
    Increase (Decrease) in Other Liabilities             (662)   (1,796) 
                                                      _______   _______

  Net Cash Provided by Operating Activities            (1,128)    2,548

CASH FLOWS FROM INVESTING ACTIVITIES
   
    Proceeds from Maturities of Securities             22,257    15,371
    Proceeds from Sale of Securities                   13,168     5,576
    Purchase of Securities                            (42,918)  (24,400)
    (Increase) Decrease in Loans                       (8,900)   (5,682)
    Additions to Bank Premises and Equipment             (542)   (1,154)
                                                      _______   _______

  Net Cash Used in Investing Activities               (16,935)  (10,289)

CASH FLOWS FROM FINANCING ACTIVITIES

    Increase (Decrease) in Deposits                    19,664     6,492   
    Dividend Paid on Common Stock                        (528)     (480)
    Increase (Decrease) in Borrowed Funds             (11,063)    5,854
                                                      _______   _______
  Net Cash Provided by Financing Activities             8,073    11,866

  Net Increase (decrease) in Cash and Cash
    Equivalents                                        (9,990)    4,125
     
  Cash and Cash Equivalents at Beginning of Year       42,804    38,719
                                                      _______   _______
  Cash and Cash Equivalents at End of the six         
    month period                                      $32,814   $42,844
                                                      =======   =======

Cash Paid during Year for:                        
 
  Interest                                            $11,453   $10,219

  Income Taxes                                          1,303     1,490


                                            


                              PART I.  ITEM 2

                   MANAGEMENT'S DISCUSSION AND ANALYSIS

                               JUNE 30, 1998

RESULTS OF OPERATIONS

First two quarters of 1998 compared to the first two quarters of 1997
 
Earnings for the first half of 1998 grew 3.9% to $4.88 million or $1.02 per
share. This compares to $4.70 million or $.98 per share for the first half
of 1997.  These 1998 totals equate to a 1.5% return on average assets and
13.4% return on average equity.

Net interest income for the first half of 1998 was $12.69 million compared
to $12.71 million in 1997.  This represents a decrease of .2%.  This
decrease resulted from a thirty-two (32) basis point decline in the net
interest margin and a $39.9 million increase in earning assets.

Non-interest income grew 7.1% paced by a 6.9% increase in income from the
Company's Trust and Financial Management activities and a 0.9% increase in
income from deposit accounts. Approximately $.025 per share was included in
the first half of 1997 from the sale of the assets of the Company's finance
company subsidiary. 

Security gains of approximately $23,000 were generated during the first
half of 1998, as the Company sold lower yielding securities and re-invested
proceeds at higher yields.  The impact of these transactions will produce
increased investment portfolio income for the Company over the long term.
The Company also sold a block of securities to take advantage of an
increase in bond prices and to provide increased liquidity at the time of
the sale.

Non-interest expense increased 5.0% for the period reported.  This increase
resulted from additional depreciation and amortization expense associated
with an upgrade in the mainframe computer and the purchase of the equipment
and software relating to the imaging of checks and statements.  These
expenditures were incurred during the last three quarters of 1997. Also,
salaries and employee benefits increased as a result of normal salary
increases for the year and the filling of certain staff positions that were
vacant during 1997.

Second quarter of 1998 compared to the second quarter of 1997

Earnings for the second quarter of 1998 were $2.50 million or $.52 per
share compared to $2.39 million or $.50 per share for the comparable
quarter of 1997.  This represents a 4.6% increase.

Net interest income for the second quarter of 1998 was $6.36 million
compared to $6.43 million for the second quarter of 1997.  This represents
a decrease of 1.2%.  This decrease resulted from a decline in net interest
margin of approximately forty (40) basis points.  This was partially offset
by an increase in earning assets during the second quarter of $6.31
million.

Non-interest income for the second quarter of 1998 was 12.6% greater than
for the same quarter of 1997.  This increase resulted from a 6.9% increase
in Trust and Financial Management activities, a 49.2% increase in Mortgage
loan income and a 26.4% increase in credit life income.

Security gains of approximately $47,000 were generated during the second
quarter of 1998. The Company took advantage of an increase in bond prices
and sold certain blocks of securities to take some of the unrealized
profits from the portfolio and to provide additional liquidity at the time
of the sale.  These funds were invested in higher yielding assets and will
increase the Company's interest income over future periods.
 
Non-interest expenses for the second quarter of 1998 increased 9.2% over
the comparable quarter of 1997.  This increase resulted from additional
depreciation and amortization expenses associated with the upgrade in the
mainframe computer and the purchase of the equipment and software relating
to the imaging of checks and statements. Also, salaries and employee
benefits increased as a result of normal salary increases for the year and
the filling of certain staff position that were vacant during the second
quarter of 1997. 

FINANCIAL CONDITION

The Company's balance sheet continues to show steady growth as total assets
increased from $647 million to $659 million during the first half of 1998. 
Deposits increased $19.7 million while Securities Sold Under Agreements to
Repurchase and borrowed funds decreased $9.3 million.  This net increase in
available funds, along with a $12.0 reduction in the amount of Fed Funds
Sold, were used to fund an increase in the investment securities portfolio
of $7.58 million and an increase in net loans of $8.15 million. Loan
quality remains good and management is committed to not relaxing its
underwriting standards.

Shareholders' equity increased from $70.6 million to $75.0 million during
the first half of 1998.  This represented a 6.2% increase.  During the
period there was an increase in the market value of the investment
securities portfolio.  This resulted in the accumulated other comprehensive
income component of Shareholders' Equity increasing from $424,000 at 
December 31, 1997, to $438,000 at June 30, 1998.

The Company's bank subsidiaries are required to maintain minimum amounts of
capital to total risk weighted assets as defined by the banking regulators. 
At June 30, 1998, the banks' Tier I, Tier II and Total Capital Ratios
exceeded the well capitalized standards developed under the referenced
regulatory guidelines.

Dividends paid by the Company are provided from dividends received from the
subsidiary banks.  Under the regulations controlling national banks, the
payment of dividends by the banks without prior approval from the
Comptroller of the Currency is limited in amount to the current year's net
profit and the retained net earnings of the two preceding years. At June
30, 1998, this amounted to approximately $15,183,000.  Also, under
regulations controlling national banks, the banks are limited in the
amounts they can lend to the Company and such loans are required to be on a
fully secured basis. 

During the first half of 1998, the Company has continued its efforts to
prepare for January 1,2000.  All levels of the Company's management and its
Board of Directors are aware of the seriousness of this issue and the
effects it may have on the Company and its customers.  The Company has a
Year 2000 Steering Committee under the leadership of the Chief Operating
Officer to guide it through its action plan for compliance.  The committee
has been organized into three major areas, with a senior officer directly
responsible for each respective area.  Beginning in July of 1998, the
committee's reporting to the Board of Directors was changed from quarterly
to monthly.

The first major area of risk relates to the Company's internal hardware and
software programs. The Company does not write its source programming code
and therefore is dependent upon external vendors and service providers. 
The Company began the process of reviewing the compliance of all programs
in use and in 1997, began developing a plan to test these systems and all
related system interfaces.  The Company has followed the guidelines
established by its regulators and has completed the initial phases of this
part of the process.  It is currently in the testing phase and plans to
have the testing substantially completed by December 31, 1998.  This date
is consistent with current banking policy as promulgated by banking
regulators.

The second major area relates to external factors involving customers,
vendors and outside service providers.  The risk associated with this issue
go beyond the Company's own ability to solve Year 2000 problems.  Should
significant commercial customers fail to address these issues effectively,
their ability to meet debt service requirements could by impaired resulting
in increased credit risk and increased loan charge-offs.  Should suppliers
of critical services fail in their efforts to become Year 2000 compliant,
or if significant third party interfaces fail to be compatible with the
Company or fail to be Year 2000 compliant, it could have significant
adverse affects on the operations and financial results of the Company. At
this time, the Company is in the process of identifying these major
commercial customers and developing plans for educating, assessing and
monitoring, on an individual account basis, the adequacy of the customers
actions to address the Year 2000 issues.  This assessment will be risk
rated and will become a factor used in underwriting credit and analyzing
the adequacy of the allowance for loan losses.  All vendors of critical
services and products are being reviewed and contingency plans are being
developed and tested, where possible, in case these parties are unable to
provide normal services.

Both internal and external resources will be utilized to address the Year
2000 problem.  The budget is currently in process of review and approval;
however, it appears that the total cost of this project will be
approximately $1.8 million.  Approximately 60% of this total will be from
the allocation of the salary and benefits of current employees assigned to
work on this project.  Another 4% will be spent on items that will be
capitalized and amortized or depreciated over future periods.  The
remaining 36% will be expended over the next eighteen months and should not
have a material impact on the financial performance of the Company.       

Year 2000 cost and the date on which the Year 2000 modifications are
expected to be complete are based on management's estimates, which were
derived utilizing numerous assumptions of future events including the
availability of certain resources, third party modifications and other
factors.  However, there are no guarantees that these estimates will be
achieved and actual results could differ materially from those plans.




                         PART II.  OTHER INFORMATION
 

Item 1.   Legal Proceedings

          None
 
Item 2.   Changes in Securities

          None
 
Item 3.   Defaults Upon Senior Debt
          
          None
    
Item 4.   Submission of Matters to a Vote of Security Holders

          (a)  April 14, 1998,  1998 Annual Meeting of Shareholders

          (b)  A vote was taken on a proposal to change the state of
               incorporation of the Company from the State of Delaware to
               the State of Mississippi by adopting an Agreement and Plan
               of Merger dated March 11, 1998, providing for the merger of
               the Company into its wholly-owned subsidiary Incorporated
               under the laws of the state of Mississippi.

          
          (c)  The proposal was passed, with the vote being as follow:
                         For               4,236,058
                         Against               4,435
                         Abstentions           5,640


Item 5.   Other Information

          None


Item 6.   Exhibits and Reports on Form 8-K

          (a)            Exhibits
               
                         27       Financial Data Schedule

                         99       Press Release regarding the acquisition
                                  of First National Corporation Of West
                                  Point by NBC Capital Corporation, dated
                                  July 27, 1998.

          (b)            Form 8-K

                         None


The financial information furnished herein has not been audited by
independent accountants; however, in the opinion of management, all
adjustments necessary for a fair presentation on the results of operation
for the six month period ended June 30, 1998, have been included.       
     



                           NBC CAPITAL CORPORATION

                                   SIGNATURE


Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.


                                         NBC CAPITAL CORPORATION
                                         Registrant



August 5, 1998                           /s/ Richard T. Haston
Date                                     Richard T. Haston
                                         Treasurer and Assistant Secretary