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                  [COMMUNITY FINANCIAL SHARES, INC. LETTERHEAD]



                                December 3, 2008


VIA EDGAR

Mr. William Friar
Senior Financial Analyst
Division of Corporate Finance
U.S. Securities and Exchange Commission
100 F Street, NE
Washington, DC  20549-4561

                  RE:      COMMUNITY FINANCIAL SHARES, INC.
                           PRELIMINARY PROXY STATEMENT ON SCHEDULE 14A
                           FILED NOVEMBER 10, 2008
                           FILE NO. 000-51296

Dear Mr. Friar:

         On behalf of Community Financial Shares, Inc. (the "Company"), enclosed
please find a revised preliminary proxy statement on Schedule 14A we are
submitting in response to the staff's additional oral accounting comments issued
on November 26, 2008. To aid in your review, we have repeated the staff's
comments followed by the Company's responses and indicated where the document
has been revised in response to such comments.

COMMENT NO. 1
- -------------

         PLEASE REVISE THE "EFFECTIVE DIVIDEND ON PREFERRED STOCK" LINE ITEM
INCLUDED IN THE PRO FORMA INCOME STATEMENT DATA TO REFLECT THE ACCRETION FOR THE
DISCOUNT ON THE PREFERRED STOCK.

RESPONSE TO COMMENT NO. 1:

         Please see the revised disclosure on pages 9 and 10 of the proxy
statement.

COMMENT NO. 2
- -------------

         PLEASE REVISE THE "AVERAGE BASIC SHARES OUTSTANDING" LINE ITEM INCLUDED
IN THE PRO FORMA INCOME STATEMENT DATA TO REFLECT THE ISSUANCE OF WARRANTS IN
THE MINIMUM AND MAXIMUM SCENARIOS.


Mr. William Friar
U.S. Securities and Exchange Commission
December 3, 2008
Page 2

RESPONSE TO COMMENT NO. 2:

         Please see the revised disclosure on pages 9 and 10 of the proxy
statement.

COMMENT NO. 3
- -------------

         PLEASE ADD A FOOTNOTE TO THE PRO FORMA BALANCE SHEET DATA TO EXPLAIN
HOW THE FAIR VALUE OF THE WARRANTS WAS CALCULATED.

RESPONSE TO COMMENT NO. 3:

         Please see the revised disclosure on page 8 of the proxy statement.


                                      * * *

         The Company acknowledges that: (i) it is responsible for the adequacy
and accuracy of the disclosure contained in the proxy statement; (ii) staff
comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the proxy statement; and
(iii) the Company may not assert staff comments as a defense in any proceeding
initiated by the Commission or any person under the federal securities laws of
the United States.

         If you have any questions or further comments regarding the revised
proxy statement, please call Edward G. Olifer, the Company's legal counsel at
Kilpatrick Stockton, LLP, at 202.508.5852.

                                     Sincerely,

                                     COMMUNITY FINANCIAL SHARES, INC.

                                     /s/ Eric J. Wedeen
                                     -------------------------------------------
                                     Eric J. Wedeen
                                     VICE PRESIDENT AND CHIEF FINANCIAL OFFICER


Enclosures

cc:      Matt McNair, U.S. Securities and Exchange Commission
         Scott W. Hamer, Community Financial Shares, Inc.
         Edward G. Olifer, Esq.