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As filed with the Securities and Exchange Commission on May 22, 1998                           Registration No. 333-
-------------------------------------------------------------------------------------------------------------------


                                            SECURITIES AND EXCHANGE COMMISSION
                                                  WASHINGTON, D.C. 20549
                                                        ----------

                                                         FORM S-8
                                                  REGISTRATION STATEMENT
                                                          Under
                                                THE SECURITIES ACT OF 1933
                                                        ----------

                                                  CORUS BANKSHARES, INC.
                                  (Exact Name of Registrant as Specified in Its Charter)
              MINNESOTA                                                                   41-0823592
    (State or Other Jurisdiction                                                       (I.R.S. Employer
  of Incorporation or Organization)                                                   Identification No.)
                                                3959 NORTH LINCOLN AVENUE
                                                 CHICAGO, ILLINOIS 60613
                                         (Address of Principal Executive Offices)
                                                   --------------------

                                  CORUS BANK BONUS PROGRAM FOR COMMERCIAL LOAN OFFICERS
                                                 (Full Title of the Plan)
                                                        ----------

                                                        TIM TAYLOR
                                                  CORUS BANKSHARES, INC.
                                                3959 NORTH LINCOLN AVENUE
                                                 CHICAGO, ILLINOIS 60613
                                                      (773) 388-3088
                     (Name, Address and Telephone Number, including Area Code, of Agent for Service)

                                                        Copies To:

                                                 JENNIFER R. EVANS, ESQ.
                                            VEDDER, PRICE, KAUFMAN & KAMMHOLZ
                                                 222 NORTH LASALLE STREET
                                                 CHICAGO, ILLINOIS 60601
                                                      (312) 609-7686
                                                        ----------

                                              CALCULATION OF REGISTRATION FEE


                                                     Proposed Maximum          Proposed Maximum
     Title of Securities           Amount to             Offering             Aggregate Offering              Amount of
       to Be Registered          be Registered     Price Per Share (1)               Price                Registration Fee
       ----------------          -------------     -------------------               -----                ----------------

Common Stock, par value             100,000               $43.50                  $4,350,000                   $1,283
$.05 per share                      shares
============================== ================= ========================  =========================  =========================

(1)      Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(h)(l) based on the average of the
         high and low sales prices for the Common Stock reported on the Nasdaq National Market(sm) on May 20, 1998 ($ 43.50).


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<PAGE>


                                     PART I

                    INFORMATION REQUIRED IN THE SECTION 10(A)

                                  PROSPECTUSES



Note:    The documents containing the information required by this section will
         be given to employees eligible to participate in the Corus Bank Bonus
         Program for Commercial Loan Officers (the "Plan") and are not required
         to be filed with the Commission as a part of the Registration
         Statement.


<PAGE>


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

         The following documents filed with the Securities and Exchange
Commission (the "Commission") by Corus Bankshares, Inc., a Minnesota corporation
("Corus" or "Registrant"), are incorporated, as of their respective dates, in
this Registration Statement by reference:

         A.       Registrant's Annual Report on Form 10-K for the fiscal year
                  ended December 31, 1997.

         B.       Registrant's Quarterly Report on Form 10-Q for the period
                  ended March 31, 1998.

         C.       All other reports filed by Corus pursuant to Sections 13(a) or
                  15(d) of the Securities Exchange Act of 1934 since March 31,
                  1998.

         D.       The description of Registrant's Common Stock contained in
                  Registrant's Registration Statement filed with the Commission
                  pursuant to Section 12 of the Securities Exchange Act of 1934
                  on Form 8-A (Registration No. 0-06136) and all amendments or
                  reports filed for the purpose of updating such description.

         All documents filed by Corus pursuant to Section 13(a), 13(c), 14 and
15(d) of the Securities Exchange Act of 1934 prior to the filing of a
post-effective amendment which indicates that all securities offered have been
sold or which deregisters all securities then remaining unsold are incorporated
by reference in this Registration Statement and are a part hereof from the date
of filing such documents. Any statement contained in a document incorporated or
deemed to be incorporated by reference herein shall be deemed to be modified or
superseded for purposes of this Registration Statement to the extent that a
statement contained herein or in any other subsequently filed document which
also is or is deemed to be incorporated by reference herein modifies or
supersedes such statement. Any such statement so modified or superseded shall
not be deemed, except as so modified or superseded, to constitute a part of this
Registration Statement.

ITEM 4.  DESCRIPTION OF SECURITIES.

         Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

         The validity of the issuance of the Common Stock offered hereby will be
passed upon for Corus by Vedder, Price, Kaufman & Kammholz, Chicago, Illinois.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         In accordance with the Minnesota Business Corporation Act (being
Chapter 302A of the Minnesota Statutes), Article IV of the Registrant's Bylaws
provide as follows:

                  ARTICLE IV: The corporation shall indemnify any person who was
         or is a party or is threatened to be made a party to any threatened,
         pending or completed action, suit or proceedings, whether civil,
         criminal, administrative or investigative by reason of the fact that
         such person is or was a director, or officer of the corporation or is
         or was serving as a director of a subsidiary corporation against
         expenses (including attorney's fees actually and reasonably incurred),
         judgments, fines and amounts paid in settlement by such person in
         connection with such action, suit or proceeding if said party has met
         the elements specified for eligibility for indemnification as set forth
         in subdivision 2 of

                                        1


<PAGE>


         Section 302A.521 of the Minnesota Business Corporation Act. The
         termination of any action, suit or proceeding by judgment or
         settlement, conviction, or upon a plea of nolo contendere or its
         equivalent, shall not, of itself, create a presumption that the person
         did not meet each of the eligibility requirements as set forth in
         subdivision 2 of Section 302A.521 of the Minnesota Business Corporation
         Act.

                  In addition, this corporation shall indemnify any person who
         was or is a party or is threatened to be made a party to any
         threatened, pending or completed action or suit by or on behalf of the
         corporation to obtain a judgment in its favor by reason of the fact
         that such person is or was a director or officer of the corporation, or
         is or was serving as a director of a subsidiary corporation, against
         expenses (including attorneys' fees) actually and reasonably incurred
         by such person in connection with the defense or settlement of such
         action or suit if he or she has met each of the requirements set forth
         in Subdivision 2 of Section 302A.521 of the Minnesota Business
         Corporation Act.

                  Furthermore, this corporation shall also indemnify any person
         who was or is a party or is threatened to be made a party to any
         threatened, pending or completed action, suit or proceeding, whether
         civil or criminal, administrative or investigative, by reason of the
         fact that such person is or was an officer of a subsidiary corporation
         against expenses (including attorneys' fees actually and reasonably
         incurred), judgments, fines and amounts paid in settlement by such
         person in connection with such action, suit or proceeding if said party
         has met the elements specified for eligibility for indemnification as
         set forth in subdivision 2 of Section 302A.521 of the Minnesota
         Business Corporation Act, and provided further that said person was not
         negligent in the performance of his or her duties while acting as an
         officer of a subsidiary corporation.

                  This corporation shall further indemnify any person who was or
         is a party or is threatened to be made a party to any threatened,
         pending or completed action, suit or proceedings, whether civil,
         criminal, administrative or investigative by reason of the fact that
         such person is or was serving in an official capacity as a trustee or
         as a fiduciary of any employee pension or benefit plan for the
         corporation or any subsidiary against expenses (including attorneys'
         fees actually and reasonably incurred), judgments, fines and amounts
         paid in settlement by such person in connection with such action, suit
         or proceeding if said party has met the elements specified for
         eligibility for indemnification as set forth in Subdivision 2 of
         Section 302A.521 of the Minnesota Business Corporation Act.

                  In order to be eligible for indemnification, any officer or
         director made a party to any threatened or pending action, suit or
         proceeding shall notify the corporation in writing within thirty (30)
         days that said party intends to seek indemnification and thereafter the
         corporation shall have the right to arrange for the defense of said
         party and the payment of costs associated therewith, and if the
         corporation does undertake defense of any officer, director or other
         party eligible for indemnification, then the corporation shall have the
         right, with the consent of the party to be indemnified, to settle said
         action, claim or suit, provided, however, that if said party refuses to
         accept the settlement offer, then the corporation shall not be
         obligated for any further indemnification or payment of any additional
         claim, costs or judgments in excess of the settlement offer amount. No
         indemnification shall be available to any officer or director who shall
         fail to give the notice required by this paragraph if the corporation
         was unaware of the action to which the notice would have related and
         was prejudiced by failure to give the notice.

                  No indemnification shall be made with respect of any claim,
         issue or matter as to which such person seeking indemnification shall
         have been adjudged to be liable for misconduct in the performance of
         his or her duty to the corporation or any subsidiary or employee
         pension or benefit plan provided, however, that except as to an officer
         of a subsidiary corporation the termination of any action, suit or
         proceeding by judgment or settlement, conviction or upon a plea of nolo
         contendere or its equivalent, shall not of itself create a presumption
         that the person seeking indemnification did not

                                        2


<PAGE>


         meet each of the eligibility requirements as set forth in subdivision 2
         of Section 302A.521 of the Minnesota Business Corporation Act.

                  The corporation shall also have the power from time to time to
         purchase and maintain insurance on behalf of any person in that
         person's Official Capacity, against any liability asserted against and
         incurred by the person in or arising from that capacity whether or not
         the corporation would have been required to indemnify the person
         against the liability under the provisions of these by-laws.

                  The corporation shall also have the power from time to time to
         enter into Indemnification Agreements with each director or officer of
         the corporation and with each director of a subsidiary corporation and
         with each trustee or individual acting in a fiduciary capacity for an
         employee benefit or pension plan sponsored by the corporation or a
         subsidiary and with each director or officer of the corporation or
         trustee or individual acting as a fiduciary as aforesaid as same are
         added as directors or officers or trustees or fiduciary as aforesaid to
         the corporation or of a subsidiary corporation, or with respect to an
         employee benefit or pension plan sponsored by the corporation or a
         subsidiary, provided however, that the failure to execute
         Indemnification Agreements between any such director, trustee,
         fiduciary and/or officer as aforesaid and the corporation shall not
         abrogate the indemnification authorized by these by-laws.

                  The corporation shall have no obligation to indemnify any
         employee (other than officers or directors of the corporation or of a
         subsidiary as defined in these by-laws) or agent who was or is a party
         or is threatened to be made a party to any threatened pending or
         completed action, suit or proceeding, whether civil, criminal,
         administrative or investigative by reason of the fact that such person
         is or was an agent or employee of the corporation or of a subsidiary
         corporation against expenses (including attorneys' fees actually and
         reasonably incurred), judgments, fines, and amounts paid in settlement
         by such person in connection with such action, suit or proceeding. Any
         indemnification of such employees or agents shall be made only to the
         extent and on such terms and conditions as the Board of Directors of
         this corporation may determine by separate resolution.

                  For purposes of this Section IV the term "subsidiary
         corporation" shall mean a corporation of which 80% of the issued and
         outstanding shares thereof are owned by this corporation and the term
         "official capacity" shall have the same meaning as set forth in the
         Minnesota Business Corporation Act.

         The Minnesota Business Corporation Act provides for indemnification of
officers, directors and others as follows:

         302A.521 INDEMNIFICATION.--Subdivision 1. Definitions. (a) For purposes
         of this section, the terms defined in this subdivision have the
         meanings given them.

                  (b) "Corporation" includes a domestic or foreign corporation
         that was the predecessor of the corporation referred to in this section
         in a merger or other transaction in which the predecessor's existence
         ceased upon consummation of the transaction.

                  (c) "Official capacity" means (1) with respect to a director,
         the position of a director in a corporation, (2) with respect to a
         person other than a director, the elective or appointive office or
         position held by an officer, member of a committee of the board, or the
         employment relationship undertaken by an employee of the corporation,
         and (3) with respect to a director, officer, or employee of the
         corporation who, while a director, officer, or employee of the
         corporation, is or was serving at the request of the corporation or
         whose duties in that position involve or involved service as a
         director, officer, partner, trustee, employee, or agent of another
         organization or employee benefit plan, the

                                        3


<PAGE>


         position of that person as a director, officer, partner, trustee,
         employee, or agent, as the case may be, of the other organization or
         employee benefit plan.

                  (d) "Proceeding" means a threatened, pending, or completed
         civil, criminal, administrative, arbitration, or investigative
         proceeding, including a proceeding by or in the right of the
         corporation.

                  (e) "Special legal counsel" means counsel who has not
         represented the corporation or a related organization, or a director,
         officer, member of a committee of the board, or employee, whose
         indemnification is in issue.

                  Subd. 2. Indemnification mandatory; standard. (a) Subject to
         the provisions of subdivision 4, a corporation shall indemnify a person
         made or threatened to be made a party to a proceeding by reason of the
         former or present official capacity of the person against judgments,
         penalties, fines, including, without limitation, excise taxes assessed
         against the person with respect to an employee benefit plan,
         settlements, and reasonable expenses, including attorneys' fees and
         disbursements, incurred by the person in connection with the
         proceeding, if, with respect to the acts or omissions of the person
         complained of in the proceeding, the person:

                  (1) Has not been indemnified by another organization or
         employee benefit plan for the same judgments, penalties, fines,
         including, without limitation, excise taxes assessed against the person
         with respect to an employee benefit plan, settlements and reasonable
         expenses, including attorneys' fees and disbursements, incurred by the
         person in connection with the proceeding with respect to the same acts
         or omissions;

                  (2) Acted in good faith;

                  (3) Received no improper personal benefit and section
         302A.255, if applicable, has been satisfied;

                  (4) In the case of a criminal proceeding, had no reasonable
         cause to believe the conduct was unlawful; and

                  (5) In the case of acts or omissions occurring in the official
         capacity described in subdivision 1, paragraph (c), clause (1) or (2),
         reasonably believed that the conduct was in the best interests of the
         corporation, or in the case of acts or omissions occurring in the
         official capacity described in subdivision 1, paragraph (c), clause
         (3), reasonably believed that the conduct was not opposed to the best
         interests of the corporation. If the person's acts or omissions
         complained of in the proceeding relate to conduct as a director,
         officer, trustee, employee, or agent of an employee benefit plan, the
         conduct is not considered to be opposed to the best interests of the
         corporation if the person reasonably believed that the conduct was in
         the best interests of the participants or beneficiaries of the employee
         benefit plan.

                  (b) The termination of a proceeding by judgment, order,
         settlement, conviction, or upon a plea of nolo contendere or its
         equivalent does not, of itself, establish that the person did not met
         the criteria set forth in this subdivision.

                  Subd. 3. Advances. Subject to the provisions of subdivision 4,
         if a person is made or threatened to be made a party to a proceeding,
         the person is entitled, upon written request to the corporation, to
         payment or reimbursement by the corporation of reasonable expenses,
         including attorneys' fees and disbursements, incurred by the person in
         advance of the final disposition of the proceeding, (a) upon receipt by
         the corporation of a written affirmation by the person of a good faith
         belief that the criteria for indemnification set forth in subdivision 2
         have been satisfied and a written

                                        4


<PAGE>


         undertaking by the person to repay all amounts so paid or reimbursed by
         the corporation, if it is ultimately determined that the criteria for
         indemnification have not been satisfied, and (b) after a determination
         that the facts then known to those making the determination would not
         preclude indemnification under this section. The written undertaking
         required by clause (a) is an unlimited general obligation of the person
         making it, but need not be secured and shall be accepted without
         reference to financial ability to make the repayment.

                  Subd. 4. Prohibition or limit on indemnification or advances.
         The articles or bylaws either may prohibit indemnification or advances
         of expenses otherwise required by this section or may impose conditions
         on indemnification or advances of expenses in addition to the
         conditions contained in subdivisions 2 and 3 including, without
         limitation, monetary limits on indemnification or advances of expenses,
         if the prohibition or conditions apply equally to all persons or to all
         persons within a given class. A prohibition or limit on indemnification
         or advances may not apply to or affect the right of a person to
         indemnification or advances of expenses with respect to any acts or
         omissions of the person occurring prior to the effective date of a
         provision in the articles or the date of adoption of a provision in the
         by-laws establishing the prohibition or limit on indemnification or
         advances.

                  Subd. 5. Reimbursement to witnesses. This section does not
         require, or limit the ability of, a corporation to reimburse expenses,
         including attorneys' fees and disbursements, incurred by a person in
         connection with an appearance as a witness in a proceeding at a time
         when the person has not been made or threatened to be made a party to a
         proceeding.

                  Subd. 6. Determination of eligibility. (a) All determinations
         whether indemnification of a person is required because the criteria
         set forth in subdivision 2 have been satisfied and whether a person is
         entitled to payment or reimbursement of expenses in advance of the
         final disposition of a proceeding as provided in subdivision 3 shall be
         made.

                  (1) By the board by a majority of a quorum, if the directors
         who are at the time parties to the proceeding are not counted for
         determining either a majority or the presence of a quorum;

                  (2) If a quorum under clause (1) cannot be obtained, by a
         majority of a committee of the board, consisting solely of two or more
         directors not at the time parties to the proceeding, duly designated to
         act in the matter by a majority of the full board including directors
         who are parties;

                  (3) If a determination is not made under clause (1) or (2), by
         special legal counsel, selected either by a majority of the board or a
         committee by vote pursuant to clause (1) or (2) or, if the requisite
         quorum of the full board cannot be obtained and the committee cannot be
         established, by a majority of the full board including directors who
         are parties;

                  (4) If a determination is not made under clauses (1) to (3),
         by the shareholders, but the shares held by parties to the proceeding
         must not be counted in determining the presence of a quorum and are not
         considered to be present and entitled to vote on the determination; or

                  (5) If an adverse determination is made under clauses (1) to
         (4) or under paragraph (b), or if no determination is made under
         clauses (1) to (4) or under paragraph (b) within 60 days after (i) the
         later to occur of the termination of a proceeding or a written request
         for indemnification to the corporation or (ii) a written request for an
         advance of expenses, as the case may be, by a court in this state,
         which may be the same court in which the proceeding involving the
         person's liability took place, upon application of the person and any
         notice the court requires. The person seeking indemnification or
         payment or reimbursement of expenses pursuant to this clause has the
         burden of establishing that the person is entitled to indemnification
         or payment or reimbursement of expenses.


                                        5


<PAGE>


                  (b) With respect to a person who is not, and was not at the
         time of the acts or omissions complained of in the proceedings, a
         director, officer, or person possessing, directly or indirectly, the
         power to direct or cause the direction of the management or policies of
         the corporation, the determination whether indemnification of this
         person is required because the criteria set forth in subdivision 2 have
         been satisfied and whether this person is entitled to payment or
         reimbursement of expenses in advance of the final disposition of a
         proceeding as provided in subdivision 3 may be made by an annually
         appointed committee of the board, having at least one member who is a
         director. The committee shall report at least annually to the board
         concerning its actions.

                  Subd. 7. Insurance. A corporation may purchase and maintain
         insurance on behalf of a person in that person's official capacity
         against any liability asserted against and incurred by the person in or
         arising from that capacity, whether or not the corporation would have
         been required to indemnify the person against the liability under the
         provisions of this section.

                  Subd. 8. Disclosure. A corporation that indemnifies or
         advances expenses to a person in accordance with this section in
         connection with a proceeding by or on behalf of the corporation shall
         report to the shareholders in writing the amount of the indemnification
         or advance and to whom and on whose behalf it was paid not later than
         the next meeting of shareholders.

                  Subd. 9. Indemnification of other persons. Nothing in this
         section shall be construed to limit the power of the corporation to
         indemnify persons other than a director, officer, employee, or member
         of a committee of the board of the corporation by contract or
         otherwise. (Last amended by Ch. 10, L. '97, eff. 8-1-97.)

         The Company does not maintain liability insurance for its directors and
officers and has not entered into any other indemnification agreements with its
directors or officers.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

         Not applicable.

ITEM 8.  EXHIBITS.

         4.1      Articles of Incorporation of Corus Bankshares, Inc., as
                  amended.

         4.2      By-Laws of Corus Bankshares, Inc., as amended.

         5.1      Opinion of Vedder, Price, Kaufman & Kammholz regarding the
                  legality of any original issuance of Common Stock.

         23.1     Consent of Arthur Andersen LLP.

         23.2     Consent of KPMG Peat Marwick LLP.

         23.3     Consent of Vedder, Price, Kaufman & Kammholz (included in
                  Exhibit 5.1).

         24.1     Powers of Attorney (included on the signature pages of the
                  Registration Statement).


                                        6


<PAGE>


ITEM 9.  UNDERTAKINGS.

         (a)      The undersigned registrant hereby undertakes:

                  (1)      To file, during any period in which offers or sales
                           are being made, a post-effective amendment to this
                           Registration Statement to include any material
                           information with respect to the plan of distribution
                           not previously disclosed in the Registration
                           Statement or any material change to such information
                           set forth in the Registration Statement.

                  (2)      That, for the purpose of determining any liability
                           under the Securities Act of 1933, each such
                           post-effective amendment shall be deemed to be a new
                           registration statement relating to the securities
                           offered therein, and the offering of such securities
                           at that time shall be deemed to be the initial bona
                           fide offering thereof.

                  (3)      To remove from registration by means of a
                           post-effective amendment any of the securities being
                           registered which remain unsold at the termination of
                           the offering.

         (b)      The undersigned registrant hereby undertakes that, for
                  purposes of determining any liability under the Securities Act
                  of 1933, each filing of the registrant's annual report
                  pursuant to Section 13(a) or Section 15(d) of the Securities
                  Exchange Act of 1934 (and each filing of the Plan's annual
                  report pursuant to Section 15(d) of the Securities Exchange
                  Act of 1934) that is incorporated by reference in this
                  Registration Statement shall be deemed to be a new
                  registration statement relating to the securities offered
                  herein, and the offering of such securities at that time shall
                  be deemed to be the initial bona fide offering thereof.

         (h)      Insofar as indemnification for liabilities arising under the
                  Securities Act of 1933 may be permitted to directors, officers
                  and controlling persons of the registrant pursuant to the
                  foregoing provisions, or otherwise, the registrant has been
                  advised that in the opinion of the Securities and Exchange
                  Commission such indemnification is against public policy as
                  expressed in the Act and is, therefore, unenforceable. In the
                  event that a claim for indemnification against such
                  liabilities (other than the payment by the registrant of
                  expenses incurred or paid by a director, officer or
                  controlling person of the registrant in the successful defense
                  of any action, suit or proceeding) is asserted by such
                  director, officer or controlling person in connection with the
                  securities being registered, the registrant will, unless in
                  the opinion of its counsel the matter has been settled by
                  controlling precedent, submit to a court of appropriate
                  jurisdiction the question whether such indemnification by it
                  is against policy as expressed in the Act and will be governed
                  by the final adjudication of such issue.

                                        7


<PAGE>


                                   SIGNATURES


         Pursuant to the requirements of the Securities Act of 1933, as amended,
the registrant certifies that it has reasonable grounds to believe that it meets
all the requirements for filing on Form S-8 and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Chicago, State of Illinois, on this 20th day of
May, 1998.

                                          CORUS BANKSHARES, INC.



                                          By: /s/ Robert J. Glickman
                                              ---------------------------------
                                          Robert J. Glickman, President and CEO

         We, the undersigned directors of Corus Bankshares, Inc., and each of
us, do hereby constitute and appoint each and any of Robert J. Glickman, Timothy
H. Taylor and Michael J. McClure, our true and lawful attorney and agent, with
full power of substitution and resubstitution, to do any and all acts and things
in our name and behalf in any and all capacities and to execute any and all
instruments for us in our names in any and all capacities, which attorney and
agent may deem necessary or advisable to enable said corporation to comply with
the Securities Act of 1933, as amended, and any rules, regulations, and
requirements of the Securities and Exchange Commission, in connection with this
Registration Statement, including specifically, but without limitation, power
and authority to sign for us or any of us in our names in the capacities
indicated below, any and all amendments (including post-effective amendments)
hereto; and we do hereby ratify and confirm all that said attorney and agent, or
his substitute, shall do or cause to be done by virtue thereof.

         Pursuant to the requirements of the Securities Act of 1933, as amended,
this Registration Statement has been signed by the following persons on the 20th
day of May, 1998 in the capacities indicated.


                  SIGNATURE                  TITLE
                  ---------                  -----


      /s/ Joseph G. Glickman                 Chairman of the Board of Directors
     ----------------------------------
             Joseph G. Glickman


      /s/ Robert J. Glickman                 President, Chief Executive Officer
     ----------------------------------      and Director
             Robert J. Glickman


      /s/ Timothy H. Taylor                  Senior Vice President and
     ----------------------------------      Chief Financial Officer
             Timothy H. Taylor


      /s/ Michael J. McClure                 First Vice President and
     ----------------------------------      Chief Accounting Officer
             Michael J. McClure



      /s/ Steven D. Fifield
     ----------------------------------
             Steven D. Fifield               Director

                                        8


<PAGE>


                     SIGNATURE               TITLE
                     ---------               -----



      /s/ Karl H. Horn
     ----------------------------------
             Karl H. Horn                    Director


      /s/ Michael Levitt
     ----------------------------------
             Michael Levitt                  Director


      /s/ Rodney D. Lubeznik                           
     ----------------------------------      Director
             Rodney D. Lubeznik

                                                     
      /s/ Michael Tang                  
     ----------------------------------      Director
             Michael Tang


      /s/ William H. Wendt, III
     ----------------------------------      Director
             William H. Wendt, III

                                        9


<PAGE>


                                INDEX TO EXHIBITS


                   
     EXHIBIT
      NUMBER      DESCRIPTION OF EXHIBIT
     -------      ----------------------

         4.1      Articles of Incorporation of Corus Bankshares, Inc., as
                  amended.

         4.2      By-Laws of Corus Bankshares, Inc., as amended.

         5.1      Opinion of Vedder, Price, Kaufman & Kammholz regarding the
                  legality of any original issuance of Common Stock.

         23.1     Consent of Arthur Andersen LLP.

         23.2     Consent of KPMG Peat Marwick LLP.

         23.3     Consent of Vedder, Price, Kaufman & Kammholz (included in
                  Exhibit 5.1).

         24.1     Powers of Attorney (included on the signature pages of the
                  Registration Statement).

                                       10
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As filed with the Securities and Exchange Commission on May 22, 1998                           Registration No. 333-
-------------------------------------------------------------------------------------------------------------------

                                            SECURITIES AND EXCHANGE COMMISSION
                                                  WASHINGTON, D.C. 20549
                                                        ----------

                                                         FORM S-8
                                                  REGISTRATION STATEMENT
                                                          Under
                                                THE SECURITIES ACT OF 1933
                                                        ----------

                                                  CORUS BANKSHARES, INC.
                                  (Exact Name of Registrant as Specified in Its Charter)
              MINNESOTA                                                                   41-0823592
    (State or Other Jurisdiction                                                       (I.R.S. Employer
  of Incorporation or Organization)                                                   Identification No.)
                                                3959 NORTH LINCOLN AVENUE
                                                 CHICAGO, ILLINOIS 60613
                                         (Address of Principal Executive Offices)
                                                   --------------------

                                  CORUS BANK BONUS PROGRAM FOR COMMERCIAL LOAN OFFICERS
                                                 (Full Title of the Plan)
                                                        ----------

                                                        TIM TAYLOR
                                                  CORUS BANKSHARES, INC.
                                                3959 NORTH LINCOLN AVENUE
                                                 CHICAGO, ILLINOIS 60613
                                                      (773) 388-3088
                     (Name, Address and Telephone Number, including Area Code, of Agent for Service)

                                                        Copies To:

                                                 JENNIFER R. EVANS, ESQ.
                                            VEDDER, PRICE, KAUFMAN & KAMMHOLZ
                                                 222 NORTH LASALLE STREET
                                                 CHICAGO, ILLINOIS 60601
                                                      (312) 609-7686
                                                        ----------

                                              CALCULATION OF REGISTRATION FEE

                                                     Proposed Maximum          Proposed Maximum
     Title of Securities           Amount to             Offering             Aggregate Offering              Amount of
       to Be Registered          be Registered     Price Per Share (1)               Price                Registration Fee
       ----------------          -------------     -------------------               -----                ----------------

Common Stock, par value             100,000               $43.50                  $4,350,000                   $1,283
$.05 per share                      shares
============================== ================= ========================  =========================  =========================

(1)      Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(h)(l) based on the average of the
         high and low sales prices for the Common Stock reported on the Nasdaq National Market(sm) on May 20, 1998 ($ 43.50).
PART I

                    INFORMATION REQUIRED IN THE SECTION 10(A)

                                  PROSPECTUSES

Note:    The documents containing the information required by this section will
         be given to employees eligible to participate in the Corus Bank Bonus
         Program for Commercial Loan Officers (the "Plan") and are not required
         to be filed with the Commission as a part of the Registration
         Statement.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

         The following documents filed with the Securities and Exchange
Commission (the "Commission") by Corus Bankshares, Inc., a Minnesota corporation
("Corus" or "Registrant"), are incorporated, as of their respective dates, in
this Registration Statement by reference:

         A.       Registrant's Annual Report on Form 10-K for the fiscal year
                  ended December 31, 1997.

         B.       Registrant's Quarterly Report on Form 10-Q for the period
                  ended March 31, 1998.

         C.       All other reports filed by Corus pursuant to Sections 13(a) or
                  15(d) of the Securities Exchange Act of 1934 since March 31,
                  1998.

         D.       The description of Registrant's Common Stock contained in
                  Registrant's Registration Statement filed with the Commission
                  pursuant to Section 12 of the Securities Exchange Act of 1934
                  on Form 8-A (Registration No. 0-06136) and all amendments or
                  reports filed for the purpose of updating such description.

         All documents filed by Corus pursuant to Section 13(a), 13(c), 14 and
15(d) of the Securities Exchange Act of 1934 prior to the filing of a
post-effective amendment which indicates that all securities offered have been
sold or which deregisters all securities then remaining unsold are incorporated
by reference in this Registration Statement and are a part hereof from the date
of filing such documents. Any statement contained in a document incorporated or
deemed to be incorporated by reference herein shall be deemed to be modified or
superseded for purposes of this Registration Statement to the extent that a
statement contained herein or in any other subsequently filed document which
also is or is deemed to be incorporated by reference herein modifies or
supersedes such statement. Any such statement so modified or superseded shall
not be deemed, except as so modified or superseded, to constitute a part of this
Registration Statement.

ITEM 4.  DESCRIPTION OF SECURITIES.

         Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

         The validity of the issuance of the Common Stock offered hereby will be
passed upon for Corus by Vedder, Price, Kaufman & Kammholz, Chicago, Illinois.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

         In accordance with the Minnesota Business Corporation Act (being
Chapter 302A of the Minnesota Statutes), Article IV of the Registrant's Bylaws
provide as follows:

                  ARTICLE IV: The corporation shall indemnify any person who was
         or is a party or is threatened to be made a party to any threatened,
         pending or completed action, suit or proceedings, whether civil,
         criminal, administrative or investigative by reason of the fact that
         such person is or was a director, or officer of the corporation or is
         or was serving as a director of a subsidiary corporation against
         expenses (including attorney's fees actually and reasonably incurred),
         judgments, fines and amounts paid in settlement by such person in
         connection with such action, suit or proceeding if said party has met
         the elements specified for eligibility for indemnification as set forth
         in subdivision 2 of

                                        1
Section 302A.521 of the Minnesota Business Corporation Act. The
         termination of any action, suit or proceeding by judgment or
         settlement, conviction, or upon a plea of nolo contendere or its
         equivalent, shall not, of itself, create a presumption that the person
         did not meet each of the eligibility requirements as set forth in
         subdivision 2 of Section 302A.521 of the Minnesota Business Corporation
         Act.

                  In addition, this corporation shall indemnify any person who
         was or is a party or is threatened to be made a party to any
         threatened, pending or completed action or suit by or on behalf of the
         corporation to obtain a judgment in its favor by reason of the fact
         that such person is or was a director or officer of the corporation, or
         is or was serving as a director of a subsidiary corporation, against
         expenses (including attorneys' fees) actually and reasonably incurred
         by such person in connection with the defense or settlement of such
         action or suit if he or she has met each of the requirements set forth
         in Subdivision 2 of Section 302A.521 of the Minnesota Business
         Corporation Act.

                  Furthermore, this corporation shall also indemnify any person
         who was or is a party or is threatened to be made a party to any
         threatened, pending or completed action, suit or proceeding, whether
         civil or criminal, administrative or investigative, by reason of the
         fact that such person is or was an officer of a subsidiary corporation
         against expenses (including attorneys' fees actually and reasonably
         incurred), judgments, fines and amounts paid in settlement by such
         person in connection with such action, suit or proceeding if said party
         has met the elements specified for eligibility for indemnification as
         set forth in subdivision 2 of Section 302A.521 of the Minnesota
         Business Corporation Act, and provided further that said person was not
         negligent in the performance of his or her duties while acting as an
         officer of a subsidiary corporation.

                  This corporation shall further indemnify any person who was or
         is a party or is threatened to be made a party to any threatened,
         pending or completed action, suit or proceedings, whether civil,
         criminal, administrative or investigative by reason of the fact that
         such person is or was serving in an official capacity as a trustee or
         as a fiduciary of any employee pension or benefit plan for the
         corporation or any subsidiary against expenses (including attorneys'
         fees actually and reasonably incurred), judgments, fines and amounts
         paid in settlement by such person in connection with such action, suit
         or proceeding if said party has met the elements specified for
         eligibility for indemnification as set forth in Subdivision 2 of
         Section 302A.521 of the Minnesota Business Corporation Act.

                  In order to be eligible for indemnification, any officer or
         director made a party to any threatened or pending action, suit or
         proceeding shall notify the corporation in writing within thirty (30)
         days that said party intends to seek indemnification and thereafter the
         corporation shall have the right to arrange for the defense of said
         party and the payment of costs associated therewith, and if the
         corporation does undertake defense of any officer, director or other
         party eligible for indemnification, then the corporation shall have the
         right, with the consent of the party to be indemnified, to settle said
         action, claim or suit, provided, however, that if said party refuses to
         accept the settlement offer, then the corporation shall not be
         obligated for any further indemnification or payment of any additional
         claim, costs or judgments in excess of the settlement offer amount. No
         indemnification shall be available to any officer or director who shall
         fail to give the notice required by this paragraph if the corporation
         was unaware of the action to which the notice would have related and
         was prejudiced by failure to give the notice.

                  No indemnification shall be made with respect of any claim,
         issue or matter as to which such person seeking indemnification shall
         have been adjudged to be liable for misconduct in the performance of
         his or her duty to the corporation or any subsidiary or employee
         pension or benefit plan provided, however, that except as to an officer
         of a subsidiary corporation the termination of any action, suit or
         proceeding by judgment or settlement, conviction or upon a plea of nolo
         contendere or its equivalent, shall not of itself create a presumption
         that the person seeking indemnification did not

                                        2
meet each of the eligibility requirements as set forth in subdivision 2
         of Section 302A.521 of the Minnesota Business Corporation Act.

                  The corporation shall also have the power from time to time to
         purchase and maintain insurance on behalf of any person in that
         person's Official Capacity, against any liability asserted against and
         incurred by the person in or arising from that capacity whether or not
         the corporation would have been required to indemnify the person
         against the liability under the provisions of these by-laws.

                  The corporation shall also have the power from time to time to
         enter into Indemnification Agreements with each director or officer of
         the corporation and with each director of a subsidiary corporation and
         with each trustee or individual acting in a fiduciary capacity for an
         employee benefit or pension plan sponsored by the corporation or a
         subsidiary and with each director or officer of the corporation or
         trustee or individual acting as a fiduciary as aforesaid as same are
         added as directors or officers or trustees or fiduciary as aforesaid to
         the corporation or of a subsidiary corporation, or with respect to an
         employee benefit or pension plan sponsored by the corporation or a
         subsidiary, provided however, that the failure to execute
         Indemnification Agreements between any such director, trustee,
         fiduciary and/or officer as aforesaid and the corporation shall not
         abrogate the indemnification authorized by these by-laws.

                  The corporation shall have no obligation to indemnify any
         employee (other than officers or directors of the corporation or of a
         subsidiary as defined in these by-laws) or agent who was or is a party
         or is threatened to be made a party to any threatened pending or
         completed action, suit or proceeding, whether civil, criminal,
         administrative or investigative by reason of the fact that such person
         is or was an agent or employee of the corporation or of a subsidiary
         corporation against expenses (including attorneys' fees actually and
         reasonably incurred), judgments, fines, and amounts paid in settlement
         by such person in connection with such action, suit or proceeding. Any
         indemnification of such employees or agents shall be made only to the
         extent and on such terms and conditions as the Board of Directors of
         this corporation may determine by separate resolution.

                  For purposes of this Section IV the term "subsidiary
         corporation" shall mean a corporation of which 80% of the issued and
         outstanding shares thereof are owned by this corporation and the term
         "official capacity" shall have the same meaning as set forth in the
         Minnesota Business Corporation Act.

         The Minnesota Business Corporation Act provides for indemnification of
officers, directors and others as follows:

         302A.521 INDEMNIFICATION.--Subdivision 1. Definitions. (a) For purposes
         of this section, the terms defined in this subdivision have the
         meanings given them.

                  (b) "Corporation" includes a domestic or foreign corporation
         that was the predecessor of the corporation referred to in this section
         in a merger or other transaction in which the predecessor's existence
         ceased upon consummation of the transaction.

                  (c) "Official capacity" means (1) with respect to a director,
         the position of a director in a corporation, (2) with respect to a
         person other than a director, the elective or appointive office or
         position held by an officer, member of a committee of the board, or the
         employment relationship undertaken by an employee of the corporation,
         and (3) with respect to a director, officer, or employee of the
         corporation who, while a director, officer, or employee of the
         corporation, is or was serving at the request of the corporation or
         whose duties in that position involve or involved service as a
         director, officer, partner, trustee, employee, or agent of another
         organization or employee benefit plan, the

                                        3
position of that person as a director, officer, partner, trustee,
         employee, or agent, as the case may be, of the other organization or
         employee benefit plan.

                  (d) "Proceeding" means a threatened, pending, or completed
         civil, criminal, administrative, arbitration, or investigative
         proceeding, including a proceeding by or in the right of the
         corporation.

                  (e) "Special legal counsel" means counsel who has not
         represented the corporation or a related organization, or a director,
         officer, member of a committee of the board, or employee, whose
         indemnification is in issue.

                  Subd. 2. Indemnification mandatory; standard. (a) Subject to
         the provisions of subdivision 4, a corporation shall indemnify a person
         made or threatened to be made a party to a proceeding by reason of the
         former or present official capacity of the person against judgments,
         penalties, fines, including, without limitation, excise taxes assessed
         against the person with respect to an employee benefit plan,
         settlements, and reasonable expenses, including attorneys' fees and
         disbursements, incurred by the person in connection with the
         proceeding, if, with respect to the acts or omissions of the person
         complained of in the proceeding, the person:

                  (1) Has not been indemnified by another organization or
         employee benefit plan for the same judgments, penalties, fines,
         including, without limitation, excise taxes assessed against the person
         with respect to an employee benefit plan, settlements and reasonable
         expenses, including attorneys' fees and disbursements, incurred by the
         person in connection with the proceeding with respect to the same acts
         or omissions;

                  (2) Acted in good faith;

                  (3) Received no improper personal benefit and section
         302A.255, if applicable, has been satisfied;

                  (4) In the case of a criminal proceeding, had no reasonable
         cause to believe the conduct was unlawful; and

                  (5) In the case of acts or omissions occurring in the official
         capacity described in subdivision 1, paragraph (c), clause (1) or (2),
         reasonably believed that the conduct was in the best interests of the
         corporation, or in the case of acts or omissions occurring in the
         official capacity described in subdivision 1, paragraph (c), clause
         (3), reasonably believed that the conduct was not opposed to the best
         interests of the corporation. If the person's acts or omissions
         complained of in the proceeding relate to conduct as a director,
         officer, trustee, employee, or agent of an employee benefit plan, the
         conduct is not considered to be opposed to the best interests of the
         corporation if the person reasonably believed that the conduct was in
         the best interests of the participants or beneficiaries of the employee
         benefit plan.

                  (b) The termination of a proceeding by judgment, order,
         settlement, conviction, or upon a plea of nolo contendere or its
         equivalent does not, of itself, establish that the person did not met
         the criteria set forth in this subdivision.

                  Subd. 3. Advances. Subject to the provisions of subdivision 4,
         if a person is made or threatened to be made a party to a proceeding,
         the person is entitled, upon written request to the corporation, to
         payment or reimbursement by the corporation of reasonable expenses,
         including attorneys' fees and disbursements, incurred by the person in
         advance of the final disposition of the proceeding, (a) upon receipt by
         the corporation of a written affirmation by the person of a good faith
         belief that the criteria for indemnification set forth in subdivision 2
         have been satisfied and a written

                                        4
undertaking by the person to repay all amounts so paid or reimbursed by
         the corporation, if it is ultimately determined that the criteria for
         indemnification have not been satisfied, and (b) after a determination
         that the facts then known to those making the determination would not
         preclude indemnification under this section. The written undertaking
         required by clause (a) is an unlimited general obligation of the person
         making it, but need not be secured and shall be accepted without
         reference to financial ability to make the repayment.

                  Subd. 4. Prohibition or limit on indemnification or advances.
         The articles or bylaws either may prohibit indemnification or advances
         of expenses otherwise required by this section or may impose conditions
         on indemnification or advances of expenses in addition to the
         conditions contained in subdivisions 2 and 3 including, without
         limitation, monetary limits on indemnification or advances of expenses,
         if the prohibition or conditions apply equally to all persons or to all
         persons within a given class. A prohibition or limit on indemnification
         or advances may not apply to or affect the right of a person to
         indemnification or advances of expenses with respect to any acts or
         omissions of the person occurring prior to the effective date of a
         provision in the articles or the date of adoption of a provision in the
         by-laws establishing the prohibition or limit on indemnification or
         advances.

                  Subd. 5. Reimbursement to witnesses. This section does not
         require, or limit the ability of, a corporation to reimburse expenses,
         including attorneys' fees and disbursements, incurred by a person in
         connection with an appearance as a witness in a proceeding at a time
         when the person has not been made or threatened to be made a party to a
         proceeding.

                  Subd. 6. Determination of eligibility. (a) All determinations
         whether indemnification of a person is required because the criteria
         set forth in subdivision 2 have been satisfied and whether a person is
         entitled to payment or reimbursement of expenses in advance of the
         final disposition of a proceeding as provided in subdivision 3 shall be
         made.

                  (1) By the board by a majority of a quorum, if the directors
         who are at the time parties to the proceeding are not counted for
         determining either a majority or the presence of a quorum;

                  (2) If a quorum under clause (1) cannot be obtained, by a
         majority of a committee of the board, consisting solely of two or more
         directors not at the time parties to the proceeding, duly designated to
         act in the matter by a majority of the full board including directors
         who are parties;

                  (3) If a determination is not made under clause (1) or (2), by
         special legal counsel, selected either by a majority of the board or a
         committee by vote pursuant to clause (1) or (2) or, if the requisite
         quorum of the full board cannot be obtained and the committee cannot be
         established, by a majority of the full board including directors who
         are parties;

                  (4) If a determination is not made under clauses (1) to (3),
         by the shareholders, but the shares held by parties to the proceeding
         must not be counted in determining the presence of a quorum and are not
         considered to be present and entitled to vote on the determination; or

                  (5) If an adverse determination is made under clauses (1) to
         (4) or under paragraph (b), or if no determination is made under
         clauses (1) to (4) or under paragraph (b) within 60 days after (i) the
         later to occur of the termination of a proceeding or a written request
         for indemnification to the corporation or (ii) a written request for an
         advance of expenses, as the case may be, by a court in this state,
         which may be the same court in which the proceeding involving the
         person's liability took place, upon application of the person and any
         notice the court requires. The person seeking indemnification or
         payment or reimbursement of expenses pursuant to this clause has the
         burden of establishing that the person is entitled to indemnification
         or payment or reimbursement of expenses.

                                        5
(b) With respect to a person who is not, and was not at the
         time of the acts or omissions complained of in the proceedings, a
         director, officer, or person possessing, directly or indirectly, the
         power to direct or cause the direction of the management or policies of
         the corporation, the determination whether indemnification of this
         person is required because the criteria set forth in subdivision 2 have
         been satisfied and whether this person is entitled to payment or
         reimbursement of expenses in advance of the final disposition of a
         proceeding as provided in subdivision 3 may be made by an annually
         appointed committee of the board, having at least one member who is a
         director. The committee shall report at least annually to the board
         concerning its actions.

                  Subd. 7. Insurance. A corporation may purchase and maintain
         insurance on behalf of a person in that person's official capacity
         against any liability asserted against and incurred by the person in or
         arising from that capacity, whether or not the corporation would have
         been required to indemnify the person against the liability under the
         provisions of this section.

                  Subd. 8. Disclosure. A corporation that indemnifies or
         advances expenses to a person in accordance with this section in
         connection with a proceeding by or on behalf of the corporation shall
         report to the shareholders in writing the amount of the indemnification
         or advance and to whom and on whose behalf it was paid not later than
         the next meeting of shareholders.

                  Subd. 9. Indemnification of other persons. Nothing in this
         section shall be construed to limit the power of the corporation to
         indemnify persons other than a director, officer, employee, or member
         of a committee of the board of the corporation by contract or
         otherwise. (Last amended by Ch. 10, L. '97, eff. 8-1-97.)

         The Company does not maintain liability insurance for its directors and
officers and has not entered into any other indemnification agreements with its
directors or officers.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

         Not applicable.

ITEM 8.  EXHIBITS.

         4.1      Articles of Incorporation of Corus Bankshares, Inc., as
                  amended.

         4.2      By-Laws of Corus Bankshares, Inc., as amended.

         5.1      Opinion of Vedder, Price, Kaufman & Kammholz regarding the
                  legality of any original issuance of Common Stock.

         23.1     Consent of Arthur Andersen LLP.

         23.2     Consent of KPMG Peat Marwick LLP.

         23.3     Consent of Vedder, Price, Kaufman & Kammholz (included in
                  Exhibit 5.1).

         24.1     Powers of Attorney (included on the signature pages of the
                  Registration Statement).

                                        6
ITEM 9.  UNDERTAKINGS.

         (a)      The undersigned registrant hereby undertakes:

                  (1)      To file, during any period in which offers or sales
                           are being made, a post-effective amendment to this
                           Registration Statement to include any material
                           information with respect to the plan of distribution
                           not previously disclosed in the Registration
                           Statement or any material change to such information
                           set forth in the Registration Statement.

                  (2)      That, for the purpose of determining any liability
                           under the Securities Act of 1933, each such
                           post-effective amendment shall be deemed to be a new
                           registration statement relating to the securities
                           offered therein, and the offering of such securities
                           at that time shall be deemed to be the initial bona
                           fide offering thereof.

                  (3)      To remove from registration by means of a
                           post-effective amendment any of the securities being
                           registered which remain unsold at the termination of
                           the offering.

         (b)      The undersigned registrant hereby undertakes that, for
                  purposes of determining any liability under the Securities Act
                  of 1933, each filing of the registrant's annual report
                  pursuant to Section 13(a) or Section 15(d) of the Securities
                  Exchange Act of 1934 (and each filing of the Plan's annual
                  report pursuant to Section 15(d) of the Securities Exchange
                  Act of 1934) that is incorporated by reference in this
                  Registration Statement shall be deemed to be a new
                  registration statement relating to the securities offered
                  herein, and the offering of such securities at that time shall
                  be deemed to be the initial bona fide offering thereof.

         (h)      Insofar as indemnification for liabilities arising under the
                  Securities Act of 1933 may be permitted to directors, officers
                  and controlling persons of the registrant pursuant to the
                  foregoing provisions, or otherwise, the registrant has been
                  advised that in the opinion of the Securities and Exchange
                  Commission such indemnification is against public policy as
                  expressed in the Act and is, therefore, unenforceable. In the
                  event that a claim for indemnification against such
                  liabilities (other than the payment by the registrant of
                  expenses incurred or paid by a director, officer or
                  controlling person of the registrant in the successful defense
                  of any action, suit or proceeding) is asserted by such
                  director, officer or controlling person in connection with the
                  securities being registered, the registrant will, unless in
                  the opinion of its counsel the matter has been settled by
                  controlling precedent, submit to a court of appropriate
                  jurisdiction the question whether such indemnification by it
                  is against policy as expressed in the Act and will be governed
                  by the final adjudication of such issue.

                                        7
SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, as amended,
the registrant certifies that it has reasonable grounds to believe that it meets
all the requirements for filing on Form S-8 and has duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Chicago, State of Illinois, on this 20th day of
May, 1998.

                                          CORUS BANKSHARES, INC.

                                          By: /s/ Robert J. Glickman
                                              ---------------------------------
                                          Robert J. Glickman, President and CEO

         We, the undersigned directors of Corus Bankshares, Inc., and each of
us, do hereby constitute and appoint each and any of Robert J. Glickman, Timothy
H. Taylor and Michael J. McClure, our true and lawful attorney and agent, with
full power of substitution and resubstitution, to do any and all acts and things
in our name and behalf in any and all capacities and to execute any and all
instruments for us in our names in any and all capacities, which attorney and
agent may deem necessary or advisable to enable said corporation to comply with
the Securities Act of 1933, as amended, and any rules, regulations, and
requirements of the Securities and Exchange Commission, in connection with this
Registration Statement, including specifically, but without limitation, power
and authority to sign for us or any of us in our names in the capacities
indicated below, any and all amendments (including post-effective amendments)
hereto; and we do hereby ratify and confirm all that said attorney and agent, or
his substitute, shall do or cause to be done by virtue thereof.

         Pursuant to the requirements of the Securities Act of 1933, as amended,
this Registration Statement has been signed by the following persons on the 20th
day of May, 1998 in the capacities indicated.

                  SIGNATURE                  TITLE
                  ---------                  -----

      /s/ Joseph G. Glickman                 Chairman of the Board of Directors
     ----------------------------------
             Joseph G. Glickman

      /s/ Robert J. Glickman                 President, Chief Executive Officer
     ----------------------------------      and Director
             Robert J. Glickman

      /s/ Timothy H. Taylor                  Senior Vice President and
     ----------------------------------      Chief Financial Officer
             Timothy H. Taylor

      /s/ Michael J. McClure                 First Vice President and
     ----------------------------------      Chief Accounting Officer
             Michael J. McClure

      /s/ Steven D. Fifield
     ----------------------------------
             Steven D. Fifield               Director

                                        8
SIGNATURE               TITLE
                     ---------               -----

      /s/ Karl H. Horn
     ----------------------------------
             Karl H. Horn                    Director

      /s/ Michael Levitt
     ----------------------------------
             Michael Levitt                  Director

      /s/ Rodney D. Lubeznik                           
     ----------------------------------      Director
             Rodney D. Lubeznik

                                                     
      /s/ Michael Tang                  
     ----------------------------------      Director
             Michael Tang

      /s/ William H. Wendt, III
     ----------------------------------      Director
             William H. Wendt, III

                                        9
INDEX TO EXHIBITS

                   
     EXHIBIT
      NUMBER      DESCRIPTION OF EXHIBIT
     -------      ----------------------

         4.1      Articles of Incorporation of Corus Bankshares, Inc., as
                  amended.

         4.2      By-Laws of Corus Bankshares, Inc., as amended.

         5.1      Opinion of Vedder, Price, Kaufman & Kammholz regarding the
                  legality of any original issuance of Common Stock.

         23.1     Consent of Arthur Andersen LLP.

         23.2     Consent of KPMG Peat Marwick LLP.

         23.3     Consent of Vedder, Price, Kaufman & Kammholz (included in
                  Exhibit 5.1).

         24.1     Powers of Attorney (included on the signature pages of the
                  Registration Statement).

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