8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report

Pursuant to Section 13 or 15(d) of the

Securities and Exchange Act of 1934

Date of Report: October 28, 2009

Citizens South Banking Corporation

(Exact Name of Registrant as Specified in Charter)

Delaware	0-23971	54-2069979
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
519 South New Hope Road, Gastonia, North Carolina		28054-4040
(Address of Principal Executive Offices)		(Zip Code)

Registrant's telephone number, including area code: 704-868-5200

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 CRF 240.13e-4(c))

Item 7.01.  Regulation FD Disclosure

On October 28, 2009, Citizens South Banking Corporation (the “Registrant”) issued a press release announcing the termination of its public offering of common stock.  A copy of the press release is attached hereto as Exhibit 99.  On October 28, 2009, the Registrant also withdrew its Registration Statement on Form S-1 with respect to the stock offering.

Item 9.01.  Financial Statements and Exhibits

(d)           Exhibits

Exhibit No.	Exhibit
99	Press release dated October 28, 2009

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.

	CITIZENS SOUTH BANKING CORPORATION
DATE:  October 28, 2009	By:	/s/ Paul L. Teem, Jr.
		Paul L. Teem, Jr.
		Executive Vice President and Secretary
		(Duly Authorized Officer)

EX-99

Citizens South Banking Corporation Announces Withdrawal of $30 Million Offensive Common Stock Offering

GASTONIA, N.C., Oct. 28 – Citizens South Banking Corporation (NASDAQ: CSBC), today announced that it has withdrawn its public offering of approximately $30 million in common stock due to unfavorable market conditions.  As stated by President and CEO, Kim Price: “Over the course of the past few days there have been a series of negative industry announcements, which have adversely impacted the capital raising environment.  Given the current market conditions, raising capital to take advantage of opportunities in our markets would have required unacceptable levels of dilution to current shareholders.  We are focused on preserving and building shareholder value, and we believe raising capital in light of recent industry events this week would conflict with our goals.”  Continued Price: “The Company is in the fortunate position of already exceeding all regulatory capital requirements, which enables us to continue to pursue our corporate objectives.”

About Citizens South Banking Corporation

Citizens South is the holding company for Citizens South Bank, which is headquartered in Gastonia, North Carolina. At September 30, 2009, Citizens South had approximately $820.6 million in assets with 16 full-service offices in the Charlotte region, including Gaston, Iredell, Rowan, Mecklenburg, and Union counties in North Carolina, and York County, South Carolina. For more information, visit www.citizenssouth.com.

Forward-Looking Statements

This press release contains forward-looking statements. Forward-looking statements are generally identified by the use of words "believe," "expect," "intend," "anticipate," "estimate," and other similar expressions. These forward-looking statements involve certain risks and uncertainties. You should not place undue reliance on such statements. Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include, among others, (1) adverse developments in the capital markets in general or in the markets for financial institutions stock in particular; (2) changes in legislation or regulatory requirements affecting financial institutions, including the current debate in Congress as to restructuring the financial services industry; (3) changes in the interest rate environment; and (4) adverse changes in general economic conditions.

SOURCE Citizens South Banking Corporation

Media Contact: Gary Hoskins, Citizens South Banking Corporation, +1-704-884-2263, gary.hoskins@citizenssouth.com

Web Site: http://www.citizenssouth.com