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

MESSAGE

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 28, 2005


CORNERSTONE BANCSHARES, INC.

(Exact name of registrant as specified in its charter)


Tennessee

 

000-30497

 

62-1175427

 

 

(State or other jurisdiction
of incorporation)

 

(Commission
File Number)

 

(I.R.S. Employer
Identification No.)


5319 Highway 153, Chattanooga, Tennessee

 

37343

 

(Address of principal executive offices)

 

(Zip Code)

Registrant’s telephone number, including area code     (423) 385-3000

 

(Former name or former address, if changed since last report.)

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

o

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

 

 

o

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

 

 

o

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

 

 

o

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

 

 


Item 5.02

 

Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

                                As of December 31, 2005 James Large will resign from the Board of Directors of Cornerstone Bancshares, citing a belief that he would not be able to devote the time necessary to continue to properly serve as a Board member of Cornerstone. The Board would like to thank Mr. Large for his past participation and service to Cornerstone.

The size of the Board will be reduced from eleven to ten.

Item 8.01

 

Other Events

                                On November 28, 2005, the Registrant issued a press release announcing the declaration of a quarterly dividend in the amount of $.06 per share earnings with a record date of December 19, 2005, and a payment date of January 9, 2005.

Item 9.01

 

Financial Statements and Exhibits.

(c)          Exhibits

99.1        Press release dated November 28, 2005 announcing the declaration of a quarterly dividend.


SIGNATURES

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

 

CORNERSTONE BANCSHARES, INC.

 

 

(Registrant)

 

 

 

 

Date:  November 28, 2005

 

 

 

By:

\s\  Nathaniel F. Hughes

 

 

 

 

Nathaniel F. Hughes,

 

 

President and Chief Operating Officer


Exhibit 99.1

Cornerstone Bancshares, Inc. Announces Cash Dividend

          HIXSON, Tenn., Nov. 28 /PRNewswire-FirstCall/ -- Cornerstone Bancshares, Inc. (OTC Bulletin Board: CSBQ) today announced the following:

          Cornerstone Bancshares, Inc. Board of Directors announced its fourth dividend since inception. The dividend $.06 a share was announced as a quarterly dividend which represents a 33.3% increase over last year’s dividends. The dividend was increased due to the Company’s success in 2005 and the positive outlook the Company has for 2006. The dividend will be issued to shareholders of record as of December 19, 2005, and will be paid January 9, 2006.

          Cornerstone Bancshares, Inc. is a one-bank holding company serving the Chattanooga, Tennessee MSA with 5 branches and $310 million in assets specializing in business financial services.

SOURCE  Cornerstone Bancshares, Inc.
          -0-                                                                      11/28/2005
          /CONTACT:  Frank Hughes, President & COO, Cornerstone Community Bank, +1-423-385-3009, or Fax, +1-423-385-3100, fhughes@cscb-chatt.com/
          /Web site:  http://www.cscbank.com /
          (CSBQ)