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):   February 6, 2009

CAPITOL BANCORP LTD.

(Exact name of registrant as specified in its charter)

Michigan (State or other jurisdiction of incorporation) 001-31708 (Commission File No.) 38-2761672 (IRS Employer Identification No.)

Capitol Bancorp Center

200 Washington Square North, Lansing, Michigan 48933

(Address of Principal Executive Offices)  (Zip Code)

(517) 487-6555

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01.  Regulation FD Disclosure.

On February 6, 2009, Capitol Bancorp Ltd. announced a quarterly dividend of $0.05 per share, payable March 2, 2009, to shareholders of record as of February 16, 2009.  The announcement is attached as Exhibit 99.1 to this Item 7.01.

Item 9.01.  Financial Statements and Exhibits.

(d)   Exhibits

99.1 Press Release of Capitol Bancorp Ltd. dated February 6, 2009.

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 hereunto duly authorized.

            Date:  February 6, 2009 CAPITOL BANCORP LTD. (Registrant)     /s/ Cristin K. Reid                                                                                Cristin K. Reid Corporate President

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INDEX TO EXHIBITS

Exhibit No.	Description of Exhibit
99.1	Press Release dated February 6, 2009

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EX-99.1

EXHIBIT 99.1

             Capitol Bancorp Center 200 Washington Square North Lansing, MI 48933   2777 East Camelback Road Suite 375 Phoenix, AZ 85016 www.capitolbancorp.com                                              

Contact:       Michael M. Moran Chief of Capital Markets 877-884-5662   Stephanie Swan Director of Shareholder Services 517-372-7402

Capitol Bancorp Declares 66th Consecutive Quarterly Cash Dividend

LANSING, Mich., and PHOENIX, Ariz.: February 6, 2009: The Board of Directors of Capitol Bancorp Limited (NYSE:CBC) today announced the Corporation’s 66th consecutive quarterly cash dividend.  The dividend declared today of $0.05 per common share is payable March 2, 2009, to shareholders of record as of February 16, 2009.

About Capitol Bancorp Limited

Capitol Bancorp Limited (NYSE: CBC) is a $5.7 billion national community bank development company, with a network of 64 separately chartered banks and bank operations in 17 states.  It has the distinction of having the most individual bank charters in the country.  Founded in 1988, Capitol Bancorp Limited has executive offices in Lansing, Michigan, and Phoenix, Arizona.