SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K
                                 CURRENT REPORT


                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934


                Date of Report (Date of Earliest Event Reported):
                                November 27, 2002


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


                                    Delaware
                 (State or other jurisdiction of incorporation)



      000-16461                                            63-0868361
(Commission File No.)                          (IRS Employer Identification No.)


                                68149 Main Street
                           Blountsville, Alabama 35631
                    (Address of principal executive offices)
                                   (Zip Code)

                                 (205) 429-1001
               (Registrant's telephone number including area code)






Item 5.  Other Events.


The  Company  has agreed to a  proposed  settlement  in the  Benson  litigation.
Discussions of this  litigation are included in the Company's  previous  filings
with the  Commission,  most  recently the  September  30, 2002 Form 10Q filed on
November  19, 2002 in which the Company  disclosed  that the parties had entered
into meaningful  settlement  negotiations and reached a provisional agreement to
settle all claims in the lawsuit.  The proposed settlement remains to be subject
to  approvals  of the  court.  A  notice  of the  proposed  settlement  has been
distributed  to the  shareholders  of the  Company  and a copy of the  notice is
attached as an exhibit hereto.



Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits


Exhibits

     99.1 Notice to Sharehoders




SIGNATURE

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized.


                                                       COMMUNITY BANCSHARES INC.

                                      By: /s/ Kerri Newton
                                         ---------------------------------------
                                         Kerri Newton
                                         Chief Financial Officer

Date:  November 29, 2002