FORM 10-QSB

U. S. SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2002

Commission file number 01-17377

COMMONWEALTH BANKSHARES, INC.
(Exact name of small business issuer as specified in its charter)
VIRGINIA	54-1460991
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
403 Boush Street Norfolk, Virginia	23510
(Address of principal executive offices)	(Zip Code)
(757) 446-6900
Issuer’s telephone number
Not Applicable
(Former name, former address and former fiscal year, if changed since last report.)

          Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter periods that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes x No o

APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date.

Common Stock, $ 2.50 Par Value – 1,710,436 shares as of November 13, 2002

INDEX

COMMONWEALTH BANKSHARES, INC. AND SUBSIDIARIES
NORFOLK, VIRGINIA

PART I.  FINANCIAL INFORMATION
	Item 1.  Financial Statements
		Report of Certified Public Accountants
		Condensed consolidated balance sheets -- September 30, 2002, December 31, 2001 and September 30, 2001.
		Condensed consolidated statements of income -- Three months ended September 30, 2002 and 2001 -- Nine months ended September 30, 2002 and 2001.
		Condensed consolidated statements of comprehensive income -- Nine months ended September 30, 2002 and 2001.
		Condensed consolidated statements of cash flows -- Nine months ended September 30, 2002 and 2001.
		Notes to condensed consolidated financial statements -- September 30, 2002.
	Item 2.  Management’s Discussion and Analysis of Financial Condition and Results of Operations
	Item 3.  Controls and Procedures

PART II.  OTHER INFORMATION

The management of the Company including Mr. E.J. Woodard, Jr. as President and Chief Executive Officer and Mr. John H. Gayle as Chief Operating Officer have evaluated the Company’s disclosure controls and procedures.  Under rules promulgated by the SEC, disclosure controls and procedures are defined as those “controls or other procedures of an issuer that are designed to ensure that information required to be disclosed by the issuer in the reports filed or submitted by it under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Commission’s rules and forms.”  Based on the evaluation of the Company’s disclosure controls and procedures, it was determined that such controls and procedures were effective as of November 13, 2002, the date of the conclusion evaluation.

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Further, there were no significant changes in the internal controls or in other factors that could significantly affect these controls after November 13, 2002, the date of the conclusion of the evaluation of disclosure controls and procedures.

          Item 1.  Legal Proceedings

          Item 2.  Changes in Securities

          Item 3.  Defaults upon Senior Securities

          Item 4.  Submission of Matters to a Vote of Security Holders

          Item 5.  Other Information

          Item 6.  Exhibits and Reports on 8-K

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Board of Directors
Commonwealth Bankshares, Inc.
Norfolk, Virginia

We have reviewed the accompanying condensed consolidated balance sheet of Commonwealth Bankshares, Inc. and its subsidiaries as of September 30, 2002 and the related condensed consolidated statements of income for the nine month period and three month period ended September 30, 2002, and the condensed consolidated statements of comprehensive income and cash flows for the nine month period ended September 30, 2002.  These financial statements are the responsibility of the Company’s management.  The condensed consolidated financial statements of Commonwealth Bankshares, Inc. and subsidiaries as of September 30, 2001, were reviewed by other accountants who have ceased operations and whose report dated October 23, 2001, stated that they were not aware of any material modifications that should be made to those statements in order them to be in conformity with generally accepted accounting principles. 

We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants.  A review of interim financial information consists principally of applying analytical procedures to financial data and making inquiries of persons responsible for financial and accounting matters.  It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole.  Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should be made to the 2002 condensed consolidated financial statements referred to above for them to be in conformity with accounting principles generally accepted in the United States of America.

The consolidated balance sheet of Commonwealth Bankshares, Inc. and its subsidiaries as of December 31, 2001, and the related consolidated statements of income, stockholders’ equity and cash flows for the year then ended (not presented herein) were audited by other auditors who have ceased operations and whose report dated January 18, 2002, expressed an unqualified opinion on those statements. The information set forth in the accompanying condensed consolidated balance sheet as of December 31, 2001, is fairly stated in all material respects in relation to the consolidated balance sheet from which it has been derived.

	/s/ WITT, MARES & COMPANY, PLC
Richmond, Virginia November 8, 2002

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PART I.
ITEM 1.  FINANCIAL STATEMENTS

COMMONWEALTH BANKSHARES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS

ASSETS

			September 30, 2002			December 31, 2001			September 30, 2001
			(Unaudited)			(Audited)			(Unaudited)
			(Dollars in thousands)
Cash and cash equivalents:
	Cash ad due from banks		$	9,647		$	6,434		$	6,866
	Federal funds sold			157			5,320			3,097
		Total cash and cash equivalents		9,804			11,754			9,963
Interest-bearing deposits in bank				3,134			13,977			16,564
Investment securities:
	Available for sale			15,552			13,499			13,058
	Held to maturity			1,829			2,887			3,002
Equity securities, restricted, at cost				1,507			917			733
Loans held for sale				22,766			—			—
Loans receivable:
	Commercial			144,751			129,529			129,482
	Residential mortgage			35,357			36,480			36,543
	Installment loans to individuals			9,726			10,500			10,861
	Other			2,062			2,171			2,212
		Gross loans		191,896			178,680			179,098
	Unearned income			(668	)		(611	)		(576	)
	Allowance for loan losses			(2,217	)		(1,988	)		(2,109	)
		Loans, net		189,011			176,081			176,413
Premises and equipment, net				5,870			5,588			5,098
Foreclosed real estate				—			328			281
Other assets				3,967			5,537			4,727
			$	253,440		$	230,568		$	229,839

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LIABILITIES AND SHAREHOLDERS’ EQUITY

				September 30, 2002		December 31, 2001		September 30, 2001
				(Unaudited)		(Audited)		(Unaudited)
				(Dollars in thousands)
Liabilities:
	Deposits:
		Non-interest bearing		$	27,893	$	23,537	$	26,891
		Interest-bearing			179,273		181,372		175,826
			Total deposits		207,166		204,909		202,717
	Short-term borrowings				20,556		1,424		2,700
	Long-term debt				453		479		479
	Other liabilities				3,231		2,898		3,102
			Total liabilities		231,406		209,710		208,998
Convertible preferred securities					7,285		7,285		7,285
Shareholders’ equity:
	Common stock, par value $2.50, 5,000,000 shares authorized; 1,710,436, 1,703,002 and 1,695,091 shares issued and outstanding in 2002, December 31, 2001 and September 30, 2001, respectively				4,276		4,257		4,238
	Additional paid-in capital				5,514		5,478		5,444
	Retained earnings				4,735		3,776		3,746
	Accumulated other comprehensive income				224		62		128
			Total stockholders’ equity		14,749		13,573		13,556
				$	253,440	$	230,568	$	229,839

See notes to condensed consolidated financial statements.

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COMMONWEALTH BANKSHARES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

			Three months ended					Nine months ended
			September 30, 2002		September 30, 2001			September 30, 2002			September 30, 2001
			(Dollars in thousands)
Interest income:
	Loans, including fees		$	4,276	$	3,882		$	12,056		$	11,454
	Investment securities			159		251			645			779
	Other			109		244			256			796
		Total interest income		4,544		4,377			12,957			13,029
Interest expense:
	Deposits			2,048		2,762			6,458			8,109
	Federal funds purchased			1		38			6			145
	Other			161		6			457			19
		Total interest expense		2,210		2,806			6,921			8,273
Net interest income				2,334		1,571			6,036			4,756
Provision for loan losses				107		90			299			271
Net interest income after provision for loan losses				2,227		1,481			5,737			4,485
Other income:
	Service charges on deposit accounts			206		171			622			621
	Other service charges and fees			150		138			433			398
	Loss on sale of foreclosed real estate			—		(5	)		(37	)		(29	)
	Other income			121		71			217			188
				477		375			1,235			1,178
Other expenses:
	Salaries and employee benefits			859		815			2,620			2,408
	Net occupancy			193		170			558			517
	Furniture and equipment expenses			271		227			739			741
	Other expenses			544		520			1,511			1,394
				1,867		1,732			5,428			5,060
Income before income taxes				837		124			1,544			603
Applicable income taxes				265		13			465			115
Net income			$	572	$	111		$	1,079		$	488
Per share data:
	Basic		$	0.33	$	0.07		$	0.63		$	0.29
	Diluted		$	0.30	$	0.06		$	0.57		$	0.26
Dividends per share			$	—	$	0.035		$	0.070		$	0.105
Average shares outstanding:
	Basic			1,710,436		1,694,824			1,706,810			1,689,885
	Diluted			1,912,323		1,882,461			1,908,697			1,877,522

See notes to condensed consolidated financial statements.

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COMMONWEALTH BANKSHARES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(UNAUDITED)

		Nine months ended
		September 30, 2002		September 30, 2001
		(Dollars in thousands)
Net income		$	1,079	$	488
Other comprehensive income, net of income tax:
	Net change in unrealized gain on securities available for sale		162		346
Comprehensive income		$	1,241	$	834

See notes to condensed consolidated financial statements.

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COMMONWEALTH BANKSHARES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

			Nine months ended
			September 30, 2002			September 30, 2001
			(Dollars in thousands)
Operating activities:
	Net income		$	1,079		$	488
	Adjustments to reconcile net income to net cash from operating activities:
		Provision for loan losses		299			271
		Depreciation and amortization		597			488
		Write down of foreclosed real estate		21			9
		Increase in interest receivable		(35	)		(4	)
		Increase (decrease) in interest payable		(194	)		193
		Other		2,026			(1,211	)
Net cash from operating activities				3,793			234
Investing activities:
	Net decrease (increase) in interest-bearing deposits in bank			10,843			(8,992	)
	Purchase of investment securities:
		Available for sale		(2,872	)		(1,891	)
		Restricted		(590	)		(6	)
	Proceeds from:
		Sales and maturities of securities available for sale		1,114			4,444
		Maturities of securities held to maturity		1,061			1,344
		Sale of foreclosed real estate		320			172
	Net expenditures on foreclosed real estate			(29	)		(45	)
	Net change in loans			(35,995	)		(20,947	)
	Purchases of premises and equipment			(893	)		(1,049	)
Net cash used in investing activities				(27,041	)		(26,970	)
Financing activities:
	Net change in:
		Demand deposits and savings deposits		9,176			12,653
		Other time deposits		(6,919	)		5,448
		Short-term borrowing		19,132			(2,682	)
	Principal payments on long-term debt			(26	)		(26	)
	Proceeds from sale of convertible preferred securities			—			7,285
	Proceeds from sale of stock			54			72
	Cash paid for dividends			(119	)		(118	)
Net cash from (used in) financing activities				21,298			22,632
Net decrease in cash and cash equivalents				(1,950	)		(4,104	)
Cash and cash equivalents at January 1				11,754			14,067
Cash and cash equivalents at September 30			$	9,804		$	9,963

See notes to condensed consolidated financial statements.

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COMMONWEALTH BANKSHARES, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

SEPTEMBER 30, 2002

NOTE A -- BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X.  Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.  In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included.  Operating results for the nine months ended September 30, 2002 are not necessarily indicative of the results that may be expected for the year ending December 31, 2002.  For further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s annual report on Form 10-KSB for the year ended December 31, 2001.

NOTE B -- EARNINGS PER SHARE

Basic earnings per common share is calculated by dividing net income by the weighted average number of common shares outstanding during the period.  Diluted earnings per share is computed by dividing net income by the weighted average of common and potential dilutive common equivalent shares outstanding during the period.

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PART I.
ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS.

GENERAL

The sole business of Commonwealth Bankshares, Inc.  (the “Corporation”) is to serve as a holding company for Bank of the Commonwealth (the “Bank”).  The Corporation was incorporated as a Virginia corporation on June 6, 1988, and on November 7, 1988 it acquired the Bank.

Bank of the Commonwealth was formed on August 28, 1970 under the laws of Virginia.  Since the Bank opened for business on April 14, 1971, its main banking and administrative office has been located in Norfolk, Virginia.  The Bank currently operates three branches in Norfolk, four branches in Virginia Beach, one branch in Chesapeake, and one branch in Portsmouth.

The Bank concentrates its marketing efforts in the cities of Norfolk, Virginia Beach, Portsmouth and Chesapeake, Virginia.  The Corporation’s present intention is to continue concentrating its banking activities in its current market, which the Corporation believes is an attractive area in which to operate.

In addition to historical information, the following discussion contains forward looking statements that are subject to risks and uncertainties that could cause the Corporation’s actual results to differ materially from those anticipated, including risks associated with general economic conditions and interest rate trends.  These forward looking statements include, but are not limited to, statements regarding management’s expectations that the Bank will continue to experience growth in core operating earnings, improved credit quality and increased service fee income, and that the Corporation may pay cash dividends in the future.  Readers are cautioned not to place undue reliance on these forward looking statements, which reflect management’s analysis only as of the date hereof.

EARNINGS SUMMARY

Net income for the quarter ended September 30, 2002 totaled $572,000, an increase of 415.3% over the $111,000 reported in the third quarter of 2001.  On a per share basis, third quarter basic income equaled 33 cents for 2002 compared to 7 cents for 2001.

Net income for the nine months ended September 30, 2002 totaled $1,079,000, an increase of 121.1% over the $488,000 reported for the nine months ended September 30, 2001.  On a per share basis, basic income equaled 63 cents for 2002 compared to 29 cents for 2001.

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NET INTEREST INCOME

A fundamental source of the Corporation’s earnings, net interest income, is defined as the difference between income on earning assets and the cost of funds supporting those assets.  Significant categories of earning assets are loans and securities, while deposits and short-term borrowings represent the major portion of interest-bearing liabilities.  The level of net interest income is impacted primarily by variations in the volume and mix of these assets and liabilities, as well as changes in interest rates when compared to previous periods of operations.

Net interest income was $2,334,000 for the quarter ended September 30, 2002, an increase of $763,000 or 48.6% over the comparable period in 2001.  For the nine months ended September 30, 2002, net interest income increased to $6,036,000, an increase of $1,280,000 over 2001.

INTEREST INCOME

Total interest income was $4,544,000 for the quarter ended September 30, 2002, an increase of $167,000 over the same period of 2001.  Interest income was positively effected by an increase in the Corporation’s loan to deposit ratio.  This ratio was 92.6% as of September 30, 2002 as compared to 88.3% as of September 30, 2001.  The increase in the Corporation’s loan to deposit ratio was brought about by continued strong loan demand and the purchase of loan participations.  In August 2002, the Bank entered into an agreement with Gateway Bank to purchase 90% participations in loans secured by first deeds of trust on residential 1 to 4 family dwellings.  These loans are pre-committed for sale prior to their funding.  As of September 30, 2002, the Bank held 79 of these participation loans totaling $22,766,000.

Interest income for the nine months ended September 30, 2002 was $12,957,000, a decrease of $72,000 from the same period of 2001.  This decrease in interest income is primarily attributable to the eleven reductions in the prime lending rate from 9.5% to 4.75% during 2001.  Even though total loans increased 7.1% when comparing September 30, 2002 to September 30, 2001, total interest income was adversely affected by the aforementioned interest rate reductions.

INTEREST EXPENSE

Interest expense of $2,210,000 for the quarter ended September 30, 2002 represented a $596,000 decrease from the comparable period in 2001.  For the nine months ended September 30, 2002, interest expense decreased by $1,352,000 or 16.3% over the same period of 2001.  This decrease was attributable to the substantial overall decrease in the rates being paid on deposits during the first nine months of 2002, as compared to the same period of 2001.

PROVISION FOR LOAN LOSSES

The provision for loan losses is the annual cost of maintaining an allowance for inherent credit losses.  The amount of the provision each year and the level of the allowance are matters of judgment and are impacted by many factors, including actual credit losses during the period, the prospective view of credit losses, loan performance measures and trends (such as delinquencies and charge-offs), and other factors, both internal and external that may affect the quality and future loss experience of the credit portfolio.

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The provision for loan losses was $299,000 for the first nine months of 2002 compared to $271,000 for the same period of 2001.  Loan charge-offs for the nine months ended September 30, 2002 totaled $81,000 and recoveries for the same period totaled $11,000.

At September 30, 2002, the Corporation had a total allowance for loan losses of $2,217,000 or 1.2% of total loans.  The table on the following page provides an analysis of the activity in the Corporation’s non-performing assets.  Based on current expectations relative to portfolio characteristics and performance measures including loss projections, management considers the level of the allowance to be adequate.

OTHER INCOME

Other income for the quarter ended September 30, 2002 equaled $477,000, an increase of $102,000 over the $375,000 reported for the nine months ended September 30, 2001.  For the nine months ended September 30, 2002, other income equaled $1,235,000 as compared to $1,178,000 for the nine months ended September 30, 2001.  The increase in other income is attributable in part to an increase in the income the Bank received from its merchant card program.

OTHER EXPENSES

Other expenses for the quarter ended September 30, 2002 totaled $1,867,000, an increase of $135,000 over the $1,732,000 recorded during the quarter ended September 30, 2001.  For the nine months ended September 30, 2002 other expenses increased to $5,428,000 or 7.3% from the $5,060,000 recorded for the same period of 2001.  The increase for the nine month period is attributable in part to expenses during 2002 associated with the opening of the Bank’s ninth branch which began operations in May 2001.

INTEREST SENSITIVITY AND LIQUIDITY

Management attempts to match rate sensitivity assets to rate sensitive liabilities, by planning and controlling the mix and maturities of these assets and liabilities.  The purpose of this asset/liability management is to create and maintain a proper relationship between rate sensitive assets and liabilities and also to provide adequate liquidity.

The Corporation’s Asset/Liability Management Committee (ALCO) is responsible for formulating liquidity strategies, monitoring performance based on established objectives and approving new liquidity initiatives.  ALCO’s overall objective is to optimize net interest income within the constraints of prudent capital adequacy, liquidity needs, the interest rate and economic outlook, market opportunities, and customer requirements.  General strategies to accomplish this objective include maintaining a strong balance sheet, achieving solid core deposit growth, taking on manageable interest rate risk, adhering to conservative financial management on a daily basis, monitored regularly by ALCO and reviewed periodically with the Board of Directors.

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NONPERFORMING ASSETS

The Corporation’s non-performing assets consisted of the following:

	September 30, 2002		December 31, 2001
Loans past due 90 days or more and still accruing	$	207,000	$	64,000
Non-accrual loans		1,339,000		1,322,000
Foreclosed real estate		0		328,000
Total non-performing	$	1,546,000	$	1,714,000

Non-performing loans continue to be centered in a relatively small number of loans with large balances.  Most of the loans are fully secured and, in management’s opinion, represent minimal risk.

LOAN PORTFOLIO

As of September 30, 2002, 75.4% of the Corporation’s loan portfolio consisted of commercial loans, which are considered to provide higher yields, but also generally carry a greater risk.  It should be noted that 75.9% of these commercial loans are collateralized with real estate, and accordingly do not represent an unfavorable risk.  At September 30, 2002, 75.7% of the Bank’s total loan portfolio consisted of loans collateralized with real estate.

CAPITAL POSITION

Shareholders’ equity for the Corporation increased to $14,749,000 from $13,573,000 or 8.7% from December 31, 2001 to September 30, 2002.  Shareholders’ equity for September 30, 2002 reflects a $224,000 net unrealized gain on securities available for sale in accordance with FASB 115, as compared to a $62,000 net unrealized gain as of December 31, 2001.

The Federal Reserve Board, the Office of Controller of the Currency, and the FDIC has issued risk-based capital guidelines for U.S. banking organizations.  These guidelines provide a capital framework that is sensitive to differences in risk profiles among banking companies.

Risk-based capital ratios are another measure of capital adequacy.  At September 30, 2002, the Corporation’s risk-adjusted capital ratios were 9.10% for Tier 1 and 11.29% for total capital, well above the required minimums of 4.0% and 8.0% respectively.  These ratios are calculated using regulatory capital (either Tier 1 or total capital) as the numerator and both on and off-balance sheet risk-weighted assets as the denominator.  Tier 1 capital consists primarily of common equity less goodwill and certain other intangible assets.  Total capital adds certain qualifying debts instruments and a portion of the allowance for loan losses to Tier 1 capital.  One of four risk weights, primarily based on credit risk, is applied to both on and off-balance sheet assets to determine the asset denominator.  Under Federal Deposit Insurance Corporation (FDIC) rules, the Corporation was considered well capitalized.

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In order to maintain a strong equity capital position and to protect against the risks of loss in the investment and loan portfolios and on other assets, management will continue to monitor the Corporation’s capital position.  Several measures have been or will be employed to maintain the strong capital position, including but not limited to continuing its efforts to return all non-performing assets to performing status, monitoring the Bank’s growth, and continued utilization of its formal asset/liability policy.

Once again, it should be noted that the Corporation’s capital position has always exceeded and continues to exceed the minimum standards established by the regulatory authorities.

CASH DIVIDEND

At the August 2002 meeting, the Board of Directors adjusted the common stock cash dividend payable date from the last day of each calendar quarter to the last day of February, May, August and November.  The change was made in order to coordinate the mailing of dividend checks with the mailing of the quarterly financial results.  The Board of Directors is expected to declare a common stock dividend of 3.5 cents per share at their November 2002 meeting.

ITEM 3. CONTROLS AND PROCEDURES

Within the 90-day period prior to the date of this report, the Corporation carried out an evaluation, under the supervision and with the participation of the Corporation’s management, including the Corporation’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Corporation’s disclosure controls and procedures pursuant to Rule 13a-14 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).  Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Corporation’s disclosure controls and procedures are effective in timely alerting them to material information relating to the Corporation(including its consolidated subsidiaries) required to be included in the Corporation’s Exchange Act filings.

There have been no significant changes in the Corporation’s internal controls or in other factors which could significantly affect its internal controls subsequent to the date the Corporation carried out its evaluation.

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PART II.  OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

There are no pending legal proceedings to which the Corporation is a party or of which the property of the Corporation is subject.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)     Exhibit 99.1 Officer Certification filed herein.
         Exhibit 99.2 Officer Certification filed herein.

(b)     Filed herein.

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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 thereunto duly authorized.

			COMMONWEALTH BANKSHARES, INC.
			(Registrant)
Date:	November 13, 2002	/s/ E. J. WOODARD, JR.
		E. J. Woodard, Jr. CLBB, Chairman of the Board, President & CEO
Date:	November 13, 2002	/s/ JOHN H. GAYLE
		John H. Gayle, Executive Vice President & Cashier

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