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      September 30, 1997

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 - 1,200,000 shares as of September 30, 1997.
     


                     PART I. - FINANCIAL INFORMATION

                          NBC CAPITAL CORPORATION
                   CONSOLIDATED STATEMENTS OF INCOME FOR
               NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996.
                                (Unaudited) 

(Amounts in thousands, except per share data)

                                                      Nine Months Ended  
                                                      __________________  
                                                        1997      1996
                                                      _______    _______
INTEREST INCOME:
  Interest and Fees on Loans                          $26,787    $24,457   
  Interest Income on Balances Due From Banks               25         18
  Interest on U. S. Treasury Securities and
    U. S. Government Agencies and Corp.                 4,511      4,758    
  Interest on Obligation of States and 
    Political Subdivisions                              2,701      2,826    
  Interest on Other Securities                            263        288    
  Interest on Federal Funds Sold and Securities
    Purchased under Agreements to Resell                  660        284   
                                                      _______    _______
Total Interest Income                                  34,947     32,631

INTEREST EXPENSE:
  Interest on Time Certificates of Deposit of
    $100,000 or More                                    2,834      2,794 
  Interest on Other Deposits                           11,930     11,064 
  Interest on Federal Funds Purchased and 
    Securities Sold Under Agreement to Repurchase         368         64
  Interest on Demand Notes Issued to the U. S. 
    Treasury and on Other Borrowed Money                  675        450
                                                      _______    _______
 
                    Total Interest Expense             15,807     14,372
  Net Interest Income                                  19,140     18,259
Provision for Possible Loan Losses                        780        873
                                                      _______    _______
  Net Interest Income After Provision for        
  Loan Losses                                          18,360     17,386 
                                                      _______    _______
 
NONINTEREST INCOME:
  Income from Fiduciary Activities                        825        681
  Service Charge on Deposit Accounts                    2,698      2,618  
  Other Noninterest Income                              1,957      1,648
                                                      _______    _______

                   Total Noninterest Income             5,480      4,947
Gains (Losses) on Securities                              (58)         6
                                                      _______    _______

NON INTEREST EXPENSE:
  Salaries and Employee Benefits                        7,692      7,412
  Expense of Premises and Fixed Assets                  2,117      1,896
  Other Noninterest Expense                             4,210      4,044
                                                      _______    _______

                 Total Noninterest Expense             14,019     13,352
                                                      _______    _______

Income Before Income Taxes                              9,763      8,987
Applicable Income Taxes                                 2,756      2,432
                                                      _______    _______

NET INCOME                                              7,007      6,555

Net Earning Per Share                                    5.84       5.46
       
                                 



                          NBC CAPITAL CORPORATION

                        CONSOLIDATED BALANCE SHEETS



(Amounts in thousands, except per share data)
                                            Sep.30,1997      Dec.31,1996
ASSETS                                      (Unaudited)       (Audited)
                                              _______          _______
Cash and Balances Due From Banks:
  Noninterest-Bearing Balances                $26,208          $29,126
  Interest-Bearing Balances                       302              493
                                              _______          _______
    Total Cash and Due From Banks              26,510           29,619
Held-To-Maturity Securities (Market 
  Value of $34,209 at September 30,
  1997 and $34,633 at December 31, 
  1996)                                        31,351           31,673
Available-For-Sale Securities
  Mortgage-Backed Securities                   48,237           38,871
  All Other Available-For-Sale 
    Securities                                 97,900           97,298
                                              _______          _______
    Total Securities                          177,488          167,842
Federal Funds Sold and Securities Purchased
  Under Agreement to Resell                     8,920            9,100
Loans                                         397,567          386,518
  Less: Unearned Interest                        (215)            (903)
  Less: Reserve for Loan Losses                (6,990)          (6,778)
                                              _______          _______
    Net Loans                                 390,362          378,837
Bank Premises and Equipment (Net)              13,553           13,267
Interest Receivable                             5,741            5,756
Other Real Estate Owned                           211              730
Other Assets                                   11,036            9,279
                                              _______          _______

    TOTAL ASSETS                              633,821          614,430
             
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
  Non-Interest Bearing                         74,921           71,601
  Interest-Bearing Time, $100,000 or More      90,969           62,091
  Other Interest-Bearing                      352,946          383,060
                                              _______          _______

    Total Deposits                            518,836          516,752
Federal Funds Purchased and Securities Sold
  Under Agreements to Repurchase               15,350            9,321
Demand Notes Issued to the U. S. Treasury       2,908            1,411
Other Borrowed Funds                           18,561           13,300
Interest Payable                                2,171            2,206
Other Liabilities                               4,473            6,592
    TOTAL LIABILITIES                         562,299          549,582

Stockholders' Equity:
  Common Stock $1 par Value, Authorized
  3,000,000 shares, Issued and Outstanding
  1,200,000                                     1,200            1,200
Surplus                                        33,002           33,002
Undivided Profits                              36,937           30,409
Net Unrealized Holding Gains (losses) on
  Available-for-Sale Securities                   383              237
     TOTAL STOCKHOLDERS' EQUITY                71,522           64,848
                                              _______          _______
     TOTAL LIABILITIES AND STOCKHOLDERS'
     EQUITY                                   633,821          614,430
                    



                            NBC CAPITAL CORPORATION

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
               
                                   (Unaudited)

(Amounts in thousands)
                                               1997              1996  
                                              _______          _______

CASH FLOWS FROM OPERATING ACTIVITIES

  Net Income                                  $ 7,007          $ 6,555
     
  Adjustments to reconcile net income to
    net cash
      Depreciation and Amortization             1,149            1,094
      Deferred Income Taxes (Credits)            (153)           1,055
    Provision for Loan Losses                     780              873
    Loss (Gain) on Sale of Securities              58               (6)
    (Increase) Decrease in Interest 
      Receivable                                   14              260
    (Increase) Decrease in Other Assets        (1,315)          (4,493)
    Increase (Decrease) in Interest Payable       (35)            (412)
    Increase (Decrease) in Other Liabilities   (3,411)             815 
                                              _______          _______
  Net Cash Provided by Operating Activities     4,094            5,741

CASH FLOWS FROM INVESTING ACTIVITIES
   
    Proceeds from Maturities of Securities     23,455            9,848
    Proceeds from Sale of Securities            5,573                6
    Purchase of Securities                    (38,510)             447
    (Increase) Decrease in Loans              (12,305)         (30,841)
    Additions to Bank Premises and Equipment   (1,280)          (1,257)
                                              _______          _______
  Net Cash Used in Investing Activities       (23,067)         (21,797)

CASH FLOWS FROM FINANCING ACTIVITIES
    
    Increase (Decrease) in Deposits             2,084            5,286   
    Dividend Paid on Common Stock                (480)            (444)
    Increase (Decrease) in Borrowed Funds      14,079           (9,418)
                                              _______          _______
  Net Cash Provided by Financing Activities    15,683           14,260

  Net Increase (decrease) in Cash and Cash
    Equivalents                                (3,290)          (1,796)
     
  Cash and Cash Equivalents at Beginning
    of Year                                    38,719           28,393
                                              _______          _______
  Cash and Cash Equivalents at End of 
    Quarter                                    35,429           26,597

Cash Paid during Year for:

  Interest                                     15,841           14,784

  Income Taxes                                  2,377            1,387

                                                  
                                            



                               PART I.  ITEM 2
                                       
                     MANAGEMENT'S DISCUSSION AND ANALYSIS
                                       
                              SEPTEMBER 30, 1997
                                       
    Earnings for the first three quarters of 1997 grew 6.9% to
    $7.01 million or $5.84 per share. This compares to $6.56
    million or $5.46 per share for the first three quarters of
    1996.  These totals equate to a 1.5% return on average assets
    and 13.7% return on average equity.
    
    Net interest income for the first half of 1997 was $19.14
    million compared to $18.26 million in 1996.  This represents
    an increase of 4.8%.  This increase resulted from a one (1)
    basis point decline in the net interest margin and a $29.7
    million increase in earning assets.
    
    Non-interest income grew 10.8% paced by a 21.1% increase in
    income from the Company's Trust and Financial Management
    activities and a 3.1% increase in income from deposit
    accounts.  Additionally, approximately $.10 per share was
    added to the first quarter of 1997 from the sale of the assets
    of the company's finance company subsidiary. 
    
    Intentional security losses of approximately $58,000 were
    generated during the first quarter of 1997, 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.
    
    Non-interest expense increased 5.0% for the period reported. 
    The majority of these increases are associated with special
    projects such as centralized loan processing, imaging, and
    sales and service training.  All these projects were
    undertaken to improve the Company's delivery systems.  The
    cost related to two new branch facilities (Philadelphia,
    Mississippi and Tuscaloosa, Alabama) are also reflected in
    these totals.  These branches were opened during March 1996.
    
    The company's balance sheet continues to show steady growth as
    total assets increased from $614 million to $634 million
    during the first three quarters of 1997.  Deposits increased
    $2.1 million, Securities Sold Under Agreements to Repurchase
    increased $6.0 million and borrowed funds increased $5.2
    million.  These additional funds were used to increase the
    investment securities portfolio by $9.6 million and to fund
    loan growth of $11.0 million.  Loan quality remains good and
    management is committed to maintaining its strong underwriting
    standards.
    
    Shareholders' equity increased from $64.8 million to $71.5
    million during the first three quarters of 1997.  This
    represented a 10.4% increase.  During the period there was an
    increase in the market value of the investment securities
    portfolio.  This resulted in the unrealized gain (loss) on the
    available for sale securities component of Shareholders' Equity
    moving from an unrealized gain of $237,000 at December 31,
    1996, to an unrealized gain of $383,000 at September 30, 1997.
    
    The bank subsidiaries are required to maintain minimum amounts
    of capital to total risk weighted assets as defined by the
    banking regulators.  At September 30, 1997, 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 Corporation 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 to the current year's net profit and the
    retained net earnings of the two preceding years. At September
    30, 1997, this amounted to approximately $16,428,000.  Also,
    under regulations controlling national banks, the banks are
    limited in the amounts they can lend to the Corporation and
    such loans are required to be on a fully secured basis. 
    
    
    
                             PART II 
    
    Item 1       Not Applicable
    Item 2       Not Applicable
    Item 3       Not Applicable
    Item 4       Not Applicable
    
    Item 5      Other Information
    
    As disclosed in the prior Form 10-Q, at the July meeting, the
    Board of Directors of NBC Capital Corporation approved and
    recommended to the Shareholders that the number of authorized
    shares of common stock of the Corporation be increased from
    3,000,000 to 10,000,000 shares.  Of the additional shares
    authorized, 5,200,000 shares will be available for general
    corporate purposes.
    
    At this same meeting, the Board of Directors authorized a 3
    for 1 stock split.  This stock split will be effected in the
    form of a dividend, with a charge to undivided profits and a
    credit to the common stock account for the aggregate par value
    of the new shares issued.  Each shareholder at the date of
    record will receive three additional shares of stock for each
    share of stock owned.  This transaction will increase the
    number of shares of common stock outstanding from 1,200,000 to
    4,800,000.
    
    A Special Meeting of Shareholders was held October 14, 1997,
    and the increase in the number of shares authorized to
    10,000,000 was approved.  At its regular meeting on October
    15, 1997, the Board of Directors established the Record Date
    for the stock split at the close of business on October 15,
    1997, and the Distribution Date as October 29, 1997.
    
    
    Item 6  Not Applicable
    
    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 nine month
    period ending September 30, 1997, 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



November 7, 1997                   Richard T. Haston
Date                               Richard T. Haston
                                   Treasurer and Assistant Secretary