8-K

UNITED STATES

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):  December 7, 2010 (December 1, 2010)

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 3.01.  NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR STANDARD; TRANSFER OF LISTING.

On December 1, 2010, Capitol Bancorp Limited (“Capitol”) received notice from the New York Stock Exchange (the “NYSE”) that the Corporation was not in compliance with the minimum price per share continued listing requirement set forth in Section 802.01C of the NYSE Listed Company Manual (the “Notice”).  The Notice indicates that the Corporation is not in compliance with such continued listing requirement because, as of November 23, 2010, the average closing price of the Corporation’s common stock was less than $1.00 over the consecutive 30 trading-day period immediately prior to the Notice.

The Corporation must respond in writing to the NYSE within 10 business days of receipt of the Notice to affirm its intent to cure this deficiency within six months following the date of the Notice by bringing the common stock share price and average share price for 30 consecutive trading days above $1.00.  During this six-month period, the Corporation's common stock will continue to be listed and traded on the NYSE, subject to the Corporation's continued compliance with other NYSE listing standards.  The Corporation will inform the NYSE in writing of its intent to seek to cure the deficiency.  If, after expiration of the six-month period, both a $1.00 share price and a $1.00 average closing price over the preceding 30 trading-day period are not attained, the NYSE will commence suspension and delisting pro cedures.

A copy of the Corporation’s press release announcing the foregoing is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(d)           Exhibits

Exhibit No.	Description
99.1	Press release issued by Capitol Bancorp Ltd. on December 6, 2010 regarding receipt of the listing standard notice from the NYSE.

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:           December 7, 2010 CAPITOL BANCORP LTD. (Registrant) By:  /s/ Cristin K. Reid                                                                 Name:  Cristin K. Reid                                                                 Title:  Corporate President                                                                

INDEX TO EXHIBITS

Exhibit No.	Description
99.1	Press release issued by Capitol Bancorp Ltd. on December 6, 2010 regarding receipt of the listing standard notice from the NYSE.

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

Capitol Bancorp Addresses NYSE Listing Standard

LANSING, Mich., and PHOENIX, Ariz.: December 6, 2010:  Capitol Bancorp Limited (NYSE: CBC) announced today that the New York Stock Exchange (NYSE) has notified the corporation that it has fallen below the NYSE’s continued listing standard relating to the price of its common stock.  The NYSE requires that the average closing price of a listed company’s common stock be at least $1.00 per share over a consecutive 30 trading-day period.

Under the NYSE’s rules, Capitol has six months from the date of the NYSE notice to have a closing share price and 30 trading-day average share price of at least $1.00 in order to avoid the delisting of its shares.  During this period, Capitol’s common stock will continue to be traded on the NYSE, subject to Capitol’s compliance with other NYSE continued listing requirements.  As required by the NYSE in order to maintain the listing of its common shares, Capitol will notify the NYSE of its intent to cure the price deficiency.

Capitol is currently exploring alternatives for curing the deficiencies and restoring compliance with the continued listing standards.  Capitol’s business operations, Securities and Exchange Commission reporting requirements, credit agreements and other debt obligations are unaffected by this notification.

About Capitol Bancorp Limited

Capitol Bancorp Limited (NYSE: CBC) is a $4.2 billion national community banking company with a network of separately chartered banks in 14 states. Founded in 1988, Capitol Bancorp Limited has executive offices in Lansing, Michigan, and Phoenix, Arizona.

###