8-K

          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): June 2, 1999


                     No.  0-22423
               -----------------------
                Commission File Number


                 HCB Bancshares, Inc.
     ----------------------------------------------------
    (Exact name of registrant as specified in its charter)


        Oklahoma                               62-1670792
   -----------------------                    ------------
   (State of Incorporation)                (I.R.S. Employer
                                          Identification no.)


237 Jackson Street, Camden, Arkansas                 71701
- ---------------------------------------            ----------
(Address of Principal Executive Offices)           (Zip Code)


                    (870) 836-6841
     -------------------------------------------------
     Registrant's Telephone Number, Including Area Code



ITEM 5.   OTHER EVENTS.

     On June 2, 1999 the Registrant announced that it received
regulatory approval to acquire up to an additional 10% of the
its outstanding common stock, or approximately 251,275 shares.
For more information, see the Company's press release, which is
attached hereto as Exhibit 99.1 and is incorporated by reference
herein.

ITEM 7.   FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
          AND EXHIBITS.

     Exhibit 99.1   Press Release dated June 2, 1999




                       SIGNATURE



     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 hereunto duly authorized.

                            HCB BANCSHARES, INC.



                            By: /s/ Vida H. Lampkin
                                ----------------------
                                Vida H. Lampkin, President
                                (Duly Authorized Representative)


Date:  June 3, 1999

EX-99.1

         [LETTERHEAD OF HCB BANCSHARES, INC.]


NEWS RELEASE               HCB Bancshares, Inc.
                           June 2, 1999
                           Contact:       Cameron D. McKeel
                           Telephone No.: 870.836.6841
                           Facsimile No.: 870.836.0433


                FOR IMMEDIATE RELEASE
                ---------------------

             HCB BANCSHARES, INC. SECOND
              STOCK REPURCHASE APPROVED


HCB Bancshares, Inc. (the "Company"), headquartered in Camden,
Arkansas, announced today that it has received regulatory
approval to acquire an additional 251,275 shares of stock. This
repurchase represents 10% of the outstanding common stock.  In
the fourth quarter of 1998 the Company announced a 5% buyback
(132,250 shares) of common stock. This second repurchase will
bring the Company's repurchase program to 15%, which is the
maximum allowed by regulators.  The program will be dependent
upon market conditions and there is no guarantee as to the exact
number of shares to be repurchased by the Company.

Vida H. Lampkin, President of the Company, stated that the Board
of Directors authorized the second repurchase because it was
considered an attractive investment and to take advantage of the
low stock price compared to book value of the stock.  With the
previous repurchase the Company was able to repurchase the stock
paying a weighted average price of $9.44 when the book value was
approximately $14.25.

HCB Bancshares, Inc. is the holding company for HEARTLAND
Community Bank, which conducts business through its main office
located in Camden, Arkansas, four branch offices located in
Camden, Fordyce, Monticello, and Sheridan, Arkansas, and a loan
production office in Bryant, Arkansas.

Individuals interested in selling stock should contact Paula
Bergstrom at HEARTLAND Community Bank in Camden at 870.836.6841.