<PAGE> 1

As filed with the Securities and Exchange Commission on September 22, 2003.
                                                     File No. 333-_____________

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    Form S-8

                             REGISTRATION STATEMENT
                        UNDER THE SECURITIES ACT OF 1933

                     Community Bank Shares of Indiana, Inc.
 -------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its charter)

                               Indiana             35-1938254
 ---------------------------------------------- --------------------------------
              (State or other jurisdiction        (I.R.S. Employer
            of incorporation or organization)   Identification Number)

                 101 W. Spring Street, New Albany, Indiana 47150
 -------------------------------------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)

                  Community Bank Shares Performance Units Plan
 -------------------------------------------------------------------------------
                              (Full title of plan)

                                 Paul A. Chrisco
                             Chief Financial Officer
                     Community Bank Shares of Indiana, Inc.
                              101 W. Spring Street
                            New Albany, Indiana 47150
                                 (812) 944-2224
 -------------------------------------------------------------------------------
 (Name, address and telephone number, including area code, of agent for service)

                                    Copy to:
                             Cynthia W. Young, Esq.
                           Wyatt, Tarrant & Combs, LLP
                       500 W. Jefferson Street, Suite 2800
                           Louisville, Kentucky 40202
                                 (502) 589-5235

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
<S>  <C>                         <C>              <C>                         <C>                     <C>

=============================== ================ ========================== ======================== ===============
     Title of Securities            Amount           Proposed Maximum              Proposed            Amount Of
            to be                    to be            Offering Price           Maximum Aggregate      Registration
          Registered              Registered           per Share (1)          Offering Price (1)        Fee (1)
=============================== ================ ========================== ======================== ===============
         Common Stock,
  par value $0.10 per share       250,000 (2)            $18.50                $ 4,625,000             $ 375.00
=============================== ================ ========================== ======================== ===============
</TABLE>

         (1) Estimated  solely for the purpose of calculating  the  registration
         fee,  pursuant to Rule  457(h) of the  Securities  Act of 1933,  on the
         basis of $18.50 per share,  the average of the high and low sale prices
         reported  for the  Registrant's  Common  Stock on the Nasdaq  Small Cap
         Market on September 17, 2003.

(2)      The Registrant also hereby registers such indeterminate number of
         additional shares of Common Stock as may be issued pursuant to the
         anti-dilution provisions of the plan and pursuant to Rule 416(a) under
         the Securities Act of 1933, as amended (the "Securities Act").


<PAGE> 2


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.           INCORPORATION OF DOCUMENTS BY REFERENCE.

                  The  following  documents  filed  by the  Registrant  with the
Securities and Exchange Commission (the "Commission") pursuant to the Securities
Exchange Act of 1934, as amended (the "Exchange Act"),  are incorporated  herein
by reference  and deemed to be a part hereof from the date of the filing of such
documents:

                  1.   The Registrant's Annual  Report on Form 10-K for the year
ended December 31, 2002, including the description incorporated in the Form 10-K
of the current management and Board of Directors of the Registrant  contained in
the Proxy  Statement of the  Registrant  filed  pursuant to Section 14(a) of the
Exchange Act for the Registrant's Annual Meeting of Shareholders held on May 20,
2003;

                  2.   All  other reports filed by the  Registrant  pursuant  to
Section  13(a) or 15(d) of the  Exchange  Act since  the end of its most  recent
fiscal year on December 31, 2002; and

                  3.  The  description  of  the  Common  Stock  of  the  Company
contained  in the  Company's  Registration  Statement  on  Form  S-4  (File  No.
333-46665)  filed with the Commission on February 20, 1998, and any amendment or
report filed for the purpose of updating such description.

                  All documents subsequently filed by the Registrant pursuant to
Sections 13(a),  13(c), 14 and 15(d) of the Exchange Act, prior to the filing of
a  post-effective  amendment which indicates that all securities  offered hereby
have been sold or which  deregisters all such securities then remaining  unsold,
shall be deemed to be incorporated by reference in this  Registration  Statement
and to be a part hereof from the date of filing of such documents. Any statement
contained in a document  incorporated by reference herein and filed prior to the
filing hereof shall be deemed to be modified or superseded  for purposes of this
Registration  Statement to the extent that a statement contained herein modifies
or supersedes such statement, and any statement contained herein or in any other
document  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  in any other  subsequently  filed  document  which also is
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 Common Stock covered by this  Registration
Statement will be passed upon by Wyatt,  Tarrant & Combs,  LLP, 500 W. Jefferson
Street,  Suite 2800,  Louisville,  Kentucky 40202.  Wyatt,  Tarrant & Combs, LLP
leases office space for its New Albany,  Indiana  office from  Community Bank of
Southern Indiana, a subsidiary of the Registrant.

ITEM 6.           INDEMNIFICATION OF DIRECTORS AND OFFICERS.

                  Article  VIII of the  Registrant's  Articles of  Incorporation
provides that the Registrant shall indemnify any person who was or is a party or
is threatened to be made a party to any threatened,  pending a completed  formal
or informal action, suit or proceeding, whether civil, criminal, administrative,
arbitrative or investigative  (collectively,  a "proceeding"),  by reason of the
fact that such  person is or was a director,  officer,  employee or agent of the
Registrant or any of its predecessors or is or was serving at the request of the
Registrant or a predecessor as a director,  officer,  partner,  manager, member,
employee  or  agent  of  another


<PAGE> 3


corporation,  partnership,  limited  liability  company,  joint venture,  trust,
employee  benefit  plan or other  enterprise,  against  liability  and  expenses
(including court costs and attorneys' fees), judgments,  fines, excise taxes and
amounts paid in satisfaction,  settlement or compromise  actually and reasonably
incurred by such person in connection with such proceeding to the fullest extent
authorized by law. The circumstances under which Indiana law requires or permits
a corporation to indemnify its directors,  officers,  employees or agents is set
forth in Chapter 37 of the Indiana Business Corporation Law (the "Act").

                  In order to qualify for indemnification under the Registrant's
Articles of  Incorporation,  the person must have met the following  standard of
conduct:

                  [i] he must have acted in good faith;

                  [ii] he must have reasonably  believed that his conduct, if in
his  official  capacity  with the  corporation,  was in the  corporation's  best
interests,  and if not in his official  capacity  with the  corporation,  was at
least not opposed to its best interests; and

                  [iii] in the case of any  criminal  proceeding,  he had either
reasonable  cause to believe his conduct was lawful or had not reasonable  cause
to believe his conduct was unlawful.

                  The  determination  of whether  the  person  met the  required
standard  of  conduct  must be made by (i) a  majority  vote of a  disinterested
quorum of the Board of Directors,  (ii) by a majority  vote of a committee  duly
designated  by the  Board  of  Directors,  consisting  solely  of  two  or  more
disinterested  directors,  if a  disinterested  quorum of the Board of Directors
cannot be obtained,  (iii)  independent  special legal  counsel  selected by the
Board of  Directors  or a duly  designated  committee  thereof  pursuant  to the
statutory requirements of the Act, or (iv) a vote of disinterested shareholders.

                  Article  VIII of the  Registrant's  Articles of  Incorporation
also requires the  Registrant to pay for or reimburse  the  reasonable  expenses
incurred by a director,  officer,  employee or agent  defending a proceeding  in
advance of the final disposition thereof as authorized by the Board of Directors
if:

                  [i] the person  gives  written  affirmation  of his good faith
belief  that  he has met the  standard  of  conduct  for  indemnification  under
relevant law;

                  [ii] the person  furnishes a written  undertaking to repay the
advance if it is  ultimately  determined  that he has not met such  standard  of
conduct or such indemnification is otherwise prohibited by law; and

                  [iii] a determination  is made that the facts then known would
not preclude such indemnification.

                  Articles VIII of the  Registrant's  Articles of  Incorporation
further provides that the  indemnification  provided therein is not exclusive of
any other rights persons seeking indemnification may have pursuant to insurance,
another agreement or otherwise.  In addition,  the  indemnification  provided in
Article  VIII shall  continue  as to a person  who has ceased to be a  director,
officer,  employee  or agent  and  shall  inure  to the  benefit  of the  heirs,
executors  and  administrators  of such  person.  Article  VIII does not limit a
director or  officer's  right  under the Act to  mandatory  indemnification  for
reasonable  expenses  incurred by a director or officer in a proceeding to which
the director or officer was a party by virtue of such  position and in which the
director or officer was  wholly-successful,  on the merits or otherwise,  in the
defense of such proceeding.

                  Article  VIII of the  Registrant's  Articles of  Incorporation
also provides  that,  consistent  with the Act, no director  shall be personally
liable to the Registrant or its  shareholders for monetary damages or injunctive
relief  for any act or  omission  by such  director  as a  director  unless  the
director failed to act in accordance with the following  standard of conduct and
such failure  constitutes  willful  misconduct or recklessness.  The standard of
conduct  is that,  based on facts  then  known  to the  director,  the  director
discharges  his duties as a director in good faith,  with the care an ordinarily
prudent person in a like position  would


<PAGE> 4


exercise under similar  circumstances,  and in a manner the director  reasonably
believes to be in the best interests of the Registrant.

                  The  Registrant's  Articles of  Incorporation  further provide
that Article VIII of the Articles of Incorporation may not be amended,  altered,
changed or repealed  without the  affirmative  vote of two-thirds or more of the
Registrant's shares entitled to vote in the election of directors generally. The
Registrant's Bylaws  specifically  incorporates the limits on director liability
and the indemnification provisions contained in Article VIII of the Registrant's
Articles of Incorporation.

                  In addition, the Registrant maintains directors' and officers'
liability  insurance  covering  certain  liabilities  which may be  incurred  by
directors and officers of the Registrant in connection  with the  performance of
their duties.

ITEM 7.           EXEMPTION FROM REGISTRATION CLAIMED.

                  Not Applicable.

ITEM 8.           EXHIBITS

                  See Exhibit Index on page 8, which is incorporated herein by
                  reference.

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:

                           (i) To include  any  prospectus  required  by Section
                  10(a)(3) of the Securities Act of 1933;

                           (ii) To reflect in the prospectus any facts or events
                  arising  after  the  effective   date  of  this   Registration
                  Statement  (or  the  most  recent   post-effective   amendment
                  thereof) which, individually or in the aggregate,  represent a
                  fundamental  change  in the  information  set  forth  in  this
                  Registration  Statement.  Notwithstanding  the foregoing,  any
                  increase or decrease in volume of  securities  offered (if the
                  total dollar value of securities offered would not exceed that
                  which was  registered)  and any deviation from the low or high
                  end of the maximum offering range may be reflected in the form
                  of  prospectus  filed  with the  Commission  pursuant  to Rule
                  424(b) if, in the  aggregate,  the changes in volume and price
                  represent  no more than a 20  percent  change  in the  maximum
                  aggregate  offering  price  set forth in the  "Calculation  of
                  Registration   Fee"  table  in  the   effective   Registration
                  Statement.

                           (iii)  To  include  any  material   information  with
                  respect to the plan of distribution  not previously  disclosed
                  in this Registration  Statement or any material change to such
                  information in this Registration Statement;

         Provided,  however,  that paragraphs  (a)(1)(i) and (a)(1)(ii) above do
         not apply if the  registration  statement  is on Form S-3,  Form S-8 or
         Form  F-3,   and  the   information   required  to  be  included  in  a
         post-effective  amendment by those  paragraphs is contained in periodic
         reports filed by the Registrant pursuant to Section 13 or Section 15(d)
         of the  Exchange  Act  that  are  incorporated  by  reference  in  this
         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


<PAGE> 5


         securities being 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
Exchange Act (and, where  applicable,  each filing of an employee benefit plan's
annual  report   pursuant  to  Section  15(d)  of  the  Exchange  Act)  that  is
incorporated by reference in this Registration Statement 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.

         (c)  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 public policy as expressed in the Act and will
be governed by the final adjudication of such issue.


<PAGE> 6



                                   SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
Registrant certifies that it has reasonable grounds to believe that it meets all
of 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 New  Albany,  State of  Indiana,  on the 22nd day of
July, 2003.


                               COMMUNITY BANK SHARES OF INDIANA, INC.


                               By:   /s/ James D. Rickard
                                  ---------------------------------------------
                                  James D. Rickard, Chief Executive Officer and
                                  President


         KNOW  ALL MEN BY THESE  PRESENTS,  that  each  person  whose  signature
appears below constitutes and appoints James D. Rickard and Paul A. Chrisco with
the power to act without the other, his or her true and lawful attorneys-in-fact
and agents, with full power of substitution and resubstitution,  for him or her,
and in his or her name, place and stead, in any and all capacities,  to sign any
and all amendments  (including  post-effective  amendments) to this Registration
Statement,  and to file the same, with all exhibits thereto, and other documents
in connection therewith,  with the Securities and Exchange Commission,  granting
unto  said  attorneys-in-fact  and  agents,  and each of them,  full  power  and
authority to do and perform each and every act and thing requisite and necessary
to be done in and about the  premises,  as fully and to all intents and purposes
as he or she might or could do in person,  hereby  ratifying and  confirming all
that said  attorneys-in-fact  and agents, or his substitute or substitutes,  may
lawfully do or cause to be done by virtue hereof.




<PAGE> 7


         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
Registration  Statement  on Form S-8 has  been  signed  below  by the  following
persons on the dates and in the capacities indicated.


Name                             Capacity                        Date


 /s/ George M. Ballard           Director                        July 22, 2003
-------------------------
George M. Ballard

 /s/ Paul A. Chrisco             Senior Vice President           July 22, 2003
-------------------------        and Chief Finanical Officer
Paul A. Chrisco                  (Principal Financial and
                                 Accounting Officer)

/s/ Gordon L. Huncilman          Director                        July 22, 2003
-------------------------
Gordon L. Huncilman

/s/ Robert J. Koetter, Sr.       Director                        July 22, 2003
-------------------------
Robert J. Koetter, Sr.

 /s/ Gary L. Libs                Director                        July 22, 2003
-------------------------
Gary L. Libs

 /s/ Dale E. Orem                Director                        July 22, 2003
-------------------------
Dale E. Orem

 /s/ James D. Rickard            Director, Chief Executive       July 22, 2003
-------------------------        Officer and President
James D. Rickard                 (Principal Executive Officer)

_______________________          Director                        July __, 2003
James W. Robinsoin

 /s/ Timothy T. Shea             Director                        July 22, 2003
-------------------------
Timothy T. Shea

 /s/ Kerry M. Stemler            Director                        July 22, 2003
-------------------------
Kerry M. Stemler

 /s/ Steven R. Stemler           Director                        July 22, 2003
-------------------------
Steven R. Stemler



<PAGE> 8




                                  EXHIBIT INDEX
                                       TO
                       REGISTRATION STATEMENT ON FORM S-8

<TABLE>
<CAPTION>



Exhibit Number                           Description                                          Page
--------------                           -----------                                          ----
<S>               <C>                                                                          <C>


4.1              Articles of Incorporation of the Registrant and all amendments thereto.         9

4.2              Bylaws of the Registrant and all amendments thereto.                           34

5                Opinion and Consent of Wyatt, Tarrant & Combs, LLP.                            43

23.1             Consent of Wyatt, Tarrant & Combs, LLP (included in Exhibit 5).                43

23.2             Consent of Crowe Chizek and Company LLC.                                       45

23.3             Consent of Monroe Shine Co., Inc.                                              46

24               Power of Attorney (precedes signatures).                                        6

99.1             Community Bank Shares Performance Units Plan                                   47

</TABLE>
[{"type": "S-8", "sequence": "1", "filename": "cbss-8.txt", "description": "SEPTEMBER 19, 2003 S-8", "secsgml_size_bytes": 23473}]
{"company-data": {"conformed-name": "COMMUNITY BANK SHARES OF INDIANA INC", "cik": "0000933590", "assigned-sic": "6022", "irs-number": "351938254", "state-of-incorporation": "IN", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-109018", "film-number": "03904606"}, "business-address": {"street1": "101 W SPRING ST", "street2": "P O BOX 939", "city": "NEW ALBANY", "state": "IN", "zip": "47150", "phone": "8129496844"}, "mail-address": {"street1": "101 W SPRING STREET", "city": "NEW ALBANY", "state": "IN", "zip": "47150"}}
1

As filed with the Securities and Exchange Commission on September 22, 2003.
                                                     File No. 333-_____________

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    Form S-8

                             REGISTRATION STATEMENT
                        UNDER THE SECURITIES ACT OF 1933

                     Community Bank Shares of Indiana, Inc.
 -------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its charter)

                               Indiana             35-1938254
 ---------------------------------------------- --------------------------------
              (State or other jurisdiction        (I.R.S. Employer
            of incorporation or organization)   Identification Number)

                 101 W. Spring Street, New Albany, Indiana 47150
 -------------------------------------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)

                  Community Bank Shares Performance Units Plan
 -------------------------------------------------------------------------------
                              (Full title of plan)

                                 Paul A. Chrisco
                             Chief Financial Officer
                     Community Bank Shares of Indiana, Inc.
                              101 W. Spring Street
                            New Albany, Indiana 47150
                                 (812) 944-2224
 -------------------------------------------------------------------------------
 (Name, address and telephone number, including area code, of agent for service)

                                    Copy to:
                             Cynthia W. Young, Esq.
                           Wyatt, Tarrant & Combs, LLP
                       500 W. Jefferson Street, Suite 2800
                           Louisville, Kentucky 40202
                                 (502) 589-5235

                         CALCULATION OF REGISTRATION FEE
=============================== ================ ========================== ======================== ===============
     Title of Securities            Amount           Proposed Maximum              Proposed            Amount Of
            to be                    to be            Offering Price           Maximum Aggregate      Registration
          Registered              Registered           per Share (1)          Offering Price (1)        Fee (1)
=============================== ================ ========================== ======================== ===============
         Common Stock,
  par value $0.10 per share       250,000 (2)            $18.50                $ 4,625,000             $ 375.00
=============================== ================ ========================== ======================== ===============
(1) Estimated  solely for the purpose of calculating  the  registration
         fee,  pursuant to Rule  457(h) of the  Securities  Act of 1933,  on the
         basis of $18.50 per share,  the average of the high and low sale prices
         reported  for the  Registrant's  Common  Stock on the Nasdaq  Small Cap
         Market on September 17, 2003.

(2)      The Registrant also hereby registers such indeterminate number of
         additional shares of Common Stock as may be issued pursuant to the
         anti-dilution provisions of the plan and pursuant to Rule 416(a) under
         the Securities Act of 1933, as amended (the "Securities Act").
2

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.           INCORPORATION OF DOCUMENTS BY REFERENCE.

                  The  following  documents  filed  by the  Registrant  with the
Securities and Exchange Commission (the "Commission") pursuant to the Securities
Exchange Act of 1934, as amended (the "Exchange Act"),  are incorporated  herein
by reference  and deemed to be a part hereof from the date of the filing of such
documents:

                  1.   The Registrant's Annual  Report on Form 10-K for the year
ended December 31, 2002, including the description incorporated in the Form 10-K
of the current management and Board of Directors of the Registrant  contained in
the Proxy  Statement of the  Registrant  filed  pursuant to Section 14(a) of the
Exchange Act for the Registrant's Annual Meeting of Shareholders held on May 20,
2003;

                  2.   All  other reports filed by the  Registrant  pursuant  to
Section  13(a) or 15(d) of the  Exchange  Act since  the end of its most  recent
fiscal year on December 31, 2002; and

                  3.  The  description  of  the  Common  Stock  of  the  Company
contained  in the  Company's  Registration  Statement  on  Form  S-4  (File  No.
333-46665)  filed with the Commission on February 20, 1998, and any amendment or
report filed for the purpose of updating such description.

                  All documents subsequently filed by the Registrant pursuant to
Sections 13(a),  13(c), 14 and 15(d) of the Exchange Act, prior to the filing of
a  post-effective  amendment which indicates that all securities  offered hereby
have been sold or which  deregisters all such securities then remaining  unsold,
shall be deemed to be incorporated by reference in this  Registration  Statement
and to be a part hereof from the date of filing of such documents. Any statement
contained in a document  incorporated by reference herein and filed prior to the
filing hereof shall be deemed to be modified or superseded  for purposes of this
Registration  Statement to the extent that a statement contained herein modifies
or supersedes such statement, and any statement contained herein or in any other
document  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  in any other  subsequently  filed  document  which also is
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 Common Stock covered by this  Registration
Statement will be passed upon by Wyatt,  Tarrant & Combs,  LLP, 500 W. Jefferson
Street,  Suite 2800,  Louisville,  Kentucky 40202.  Wyatt,  Tarrant & Combs, LLP
leases office space for its New Albany,  Indiana  office from  Community Bank of
Southern Indiana, a subsidiary of the Registrant.

ITEM 6.           INDEMNIFICATION OF DIRECTORS AND OFFICERS.

                  Article  VIII of the  Registrant's  Articles of  Incorporation
provides that the Registrant shall indemnify any person who was or is a party or
is threatened to be made a party to any threatened,  pending a completed  formal
or informal action, suit or proceeding, whether civil, criminal, administrative,
arbitrative or investigative  (collectively,  a "proceeding"),  by reason of the
fact that such  person is or was a director,  officer,  employee or agent of the
Registrant or any of its predecessors or is or was serving at the request of the
Registrant or a predecessor as a director,  officer,  partner,  manager, member,
employee  or  agent  of  another
3

corporation,  partnership,  limited  liability  company,  joint venture,  trust,
employee  benefit  plan or other  enterprise,  against  liability  and  expenses
(including court costs and attorneys' fees), judgments,  fines, excise taxes and
amounts paid in satisfaction,  settlement or compromise  actually and reasonably
incurred by such person in connection with such proceeding to the fullest extent
authorized by law. The circumstances under which Indiana law requires or permits
a corporation to indemnify its directors,  officers,  employees or agents is set
forth in Chapter 37 of the Indiana Business Corporation Law (the "Act").

                  In order to qualify for indemnification under the Registrant's
Articles of  Incorporation,  the person must have met the following  standard of
conduct:

                  [i] he must have acted in good faith;

                  [ii] he must have reasonably  believed that his conduct, if in
his  official  capacity  with the  corporation,  was in the  corporation's  best
interests,  and if not in his official  capacity  with the  corporation,  was at
least not opposed to its best interests; and

                  [iii] in the case of any  criminal  proceeding,  he had either
reasonable  cause to believe his conduct was lawful or had not reasonable  cause
to believe his conduct was unlawful.

                  The  determination  of whether  the  person  met the  required
standard  of  conduct  must be made by (i) a  majority  vote of a  disinterested
quorum of the Board of Directors,  (ii) by a majority  vote of a committee  duly
designated  by the  Board  of  Directors,  consisting  solely  of  two  or  more
disinterested  directors,  if a  disinterested  quorum of the Board of Directors
cannot be obtained,  (iii)  independent  special legal  counsel  selected by the
Board of  Directors  or a duly  designated  committee  thereof  pursuant  to the
statutory requirements of the Act, or (iv) a vote of disinterested shareholders.

                  Article  VIII of the  Registrant's  Articles of  Incorporation
also requires the  Registrant to pay for or reimburse  the  reasonable  expenses
incurred by a director,  officer,  employee or agent  defending a proceeding  in
advance of the final disposition thereof as authorized by the Board of Directors
if:

                  [i] the person  gives  written  affirmation  of his good faith
belief  that  he has met the  standard  of  conduct  for  indemnification  under
relevant law;

                  [ii] the person  furnishes a written  undertaking to repay the
advance if it is  ultimately  determined  that he has not met such  standard  of
conduct or such indemnification is otherwise prohibited by law; and

                  [iii] a determination  is made that the facts then known would
not preclude such indemnification.

                  Articles VIII of the  Registrant's  Articles of  Incorporation
further provides that the  indemnification  provided therein is not exclusive of
any other rights persons seeking indemnification may have pursuant to insurance,
another agreement or otherwise.  In addition,  the  indemnification  provided in
Article  VIII shall  continue  as to a person  who has ceased to be a  director,
officer,  employee  or agent  and  shall  inure  to the  benefit  of the  heirs,
executors  and  administrators  of such  person.  Article  VIII does not limit a
director or  officer's  right  under the Act to  mandatory  indemnification  for
reasonable  expenses  incurred by a director or officer in a proceeding to which
the director or officer was a party by virtue of such  position and in which the
director or officer was  wholly-successful,  on the merits or otherwise,  in the
defense of such proceeding.

                  Article  VIII of the  Registrant's  Articles of  Incorporation
also provides  that,  consistent  with the Act, no director  shall be personally
liable to the Registrant or its  shareholders for monetary damages or injunctive
relief  for any act or  omission  by such  director  as a  director  unless  the
director failed to act in accordance with the following  standard of conduct and
such failure  constitutes  willful  misconduct or recklessness.  The standard of
conduct  is that,  based on facts  then  known  to the  director,  the  director
discharges  his duties as a director in good faith,  with the care an ordinarily
prudent person in a like position  would
4

exercise under similar  circumstances,  and in a manner the director  reasonably
believes to be in the best interests of the Registrant.

                  The  Registrant's  Articles of  Incorporation  further provide
that Article VIII of the Articles of Incorporation may not be amended,  altered,
changed or repealed  without the  affirmative  vote of two-thirds or more of the
Registrant's shares entitled to vote in the election of directors generally. The
Registrant's Bylaws  specifically  incorporates the limits on director liability
and the indemnification provisions contained in Article VIII of the Registrant's
Articles of Incorporation.

                  In addition, the Registrant maintains directors' and officers'
liability  insurance  covering  certain  liabilities  which may be  incurred  by
directors and officers of the Registrant in connection  with the  performance of
their duties.

ITEM 7.           EXEMPTION FROM REGISTRATION CLAIMED.

                  Not Applicable.

ITEM 8.           EXHIBITS

                  See Exhibit Index on page 8, which is incorporated herein by
                  reference.

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:

                           (i) To include  any  prospectus  required  by Section
                  10(a)(3) of the Securities Act of 1933;

                           (ii) To reflect in the prospectus any facts or events
                  arising  after  the  effective   date  of  this   Registration
                  Statement  (or  the  most  recent   post-effective   amendment
                  thereof) which, individually or in the aggregate,  represent a
                  fundamental  change  in the  information  set  forth  in  this
                  Registration  Statement.  Notwithstanding  the foregoing,  any
                  increase or decrease in volume of  securities  offered (if the
                  total dollar value of securities offered would not exceed that
                  which was  registered)  and any deviation from the low or high
                  end of the maximum offering range may be reflected in the form
                  of  prospectus  filed  with the  Commission  pursuant  to Rule
                  424(b) if, in the  aggregate,  the changes in volume and price
                  represent  no more than a 20  percent  change  in the  maximum
                  aggregate  offering  price  set forth in the  "Calculation  of
                  Registration   Fee"  table  in  the   effective   Registration
                  Statement.

                           (iii)  To  include  any  material   information  with
                  respect to the plan of distribution  not previously  disclosed
                  in this Registration  Statement or any material change to such
                  information in this Registration Statement;

         Provided,  however,  that paragraphs  (a)(1)(i) and (a)(1)(ii) above do
         not apply if the  registration  statement  is on Form S-3,  Form S-8 or
         Form  F-3,   and  the   information   required  to  be  included  in  a
         post-effective  amendment by those  paragraphs is contained in periodic
         reports filed by the Registrant pursuant to Section 13 or Section 15(d)
         of the  Exchange  Act  that  are  incorporated  by  reference  in  this
         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
5

         securities being 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
Exchange Act (and, where  applicable,  each filing of an employee benefit plan's
annual  report   pursuant  to  Section  15(d)  of  the  Exchange  Act)  that  is
incorporated by reference in this Registration Statement 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.

         (c)  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 public policy as expressed in the Act and will
be governed by the final adjudication of such issue.
6

                                   SIGNATURES

         Pursuant  to the  requirements  of the  Securities  Act  of  1933,  the
Registrant certifies that it has reasonable grounds to believe that it meets all
of 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 New  Albany,  State of  Indiana,  on the 22nd day of
July, 2003.

                               COMMUNITY BANK SHARES OF INDIANA, INC.

                               By:   /s/ James D. Rickard
                                  ---------------------------------------------
                                  James D. Rickard, Chief Executive Officer and
                                  President

         KNOW  ALL MEN BY THESE  PRESENTS,  that  each  person  whose  signature
appears below constitutes and appoints James D. Rickard and Paul A. Chrisco with
the power to act without the other, his or her true and lawful attorneys-in-fact
and agents, with full power of substitution and resubstitution,  for him or her,
and in his or her name, place and stead, in any and all capacities,  to sign any
and all amendments  (including  post-effective  amendments) to this Registration
Statement,  and to file the same, with all exhibits thereto, and other documents
in connection therewith,  with the Securities and Exchange Commission,  granting
unto  said  attorneys-in-fact  and  agents,  and each of them,  full  power  and
authority to do and perform each and every act and thing requisite and necessary
to be done in and about the  premises,  as fully and to all intents and purposes
as he or she might or could do in person,  hereby  ratifying and  confirming all
that said  attorneys-in-fact  and agents, or his substitute or substitutes,  may
lawfully do or cause to be done by virtue hereof.
7

         Pursuant  to the  requirements  of the  Securities  Act of  1933,  this
Registration  Statement  on Form S-8 has  been  signed  below  by the  following
persons on the dates and in the capacities indicated.

Name                             Capacity                        Date

 /s/ George M. Ballard           Director                        July 22, 2003
-------------------------
George M. Ballard

 /s/ Paul A. Chrisco             Senior Vice President           July 22, 2003
-------------------------        and Chief Finanical Officer
Paul A. Chrisco                  (Principal Financial and
                                 Accounting Officer)

/s/ Gordon L. Huncilman          Director                        July 22, 2003
-------------------------
Gordon L. Huncilman

/s/ Robert J. Koetter, Sr.       Director                        July 22, 2003
-------------------------
Robert J. Koetter, Sr.

 /s/ Gary L. Libs                Director                        July 22, 2003
-------------------------
Gary L. Libs

 /s/ Dale E. Orem                Director                        July 22, 2003
-------------------------
Dale E. Orem

 /s/ James D. Rickard            Director, Chief Executive       July 22, 2003
-------------------------        Officer and President
James D. Rickard                 (Principal Executive Officer)

_______________________          Director                        July __, 2003
James W. Robinsoin

 /s/ Timothy T. Shea             Director                        July 22, 2003
-------------------------
Timothy T. Shea

 /s/ Kerry M. Stemler            Director                        July 22, 2003
-------------------------
Kerry M. Stemler

 /s/ Steven R. Stemler           Director                        July 22, 2003
-------------------------
Steven R. Stemler
8

                                  EXHIBIT INDEX
                                       TO
                       REGISTRATION STATEMENT ON FORM S-8
Exhibit Number                           Description                                          Page
--------------                           -----------                                          ----
4.1              Articles of Incorporation of the Registrant and all amendments thereto.         9

4.2              Bylaws of the Registrant and all amendments thereto.                           34

5                Opinion and Consent of Wyatt, Tarrant & Combs, LLP.                            43

23.1             Consent of Wyatt, Tarrant & Combs, LLP (included in Exhibit 5).                43

23.2             Consent of Crowe Chizek and Company LLC.                                       45

23.3             Consent of Monroe Shine Co., Inc.                                              46

24               Power of Attorney (precedes signatures).                                        6

99.1             Community Bank Shares Performance Units Plan                                   47