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                                  UNITED STATES
                       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) August 2, 2005

                          Commonwealth Bankshares, Inc.
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             (Exact name of registrant as specified in its charter)

          Virginia                       01-17377              54-1460991
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 (State or other jurisdiction          (Commission          (I.R.S. Employer
       of incorporation)               File Number)        Identification No.)

         403 Boush Street, Norfolk, Virginia                      23510
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      (Address of principal executive offices)                  (Zip Code)

Registrant's telephone number including area code:   (757) 446-6900


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         (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:

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

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

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

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

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SECTION 8 - OTHER EVENTS

Item 8.01 Other Events.

         On August 2, 2005, Commonwealth Bankshares, Inc. issued a press release
announcing the declaration of a quarterly dividend payable August 31, 2005 to
shareholders of record as of August 22, 2005. A copy of the Company's press
release is attached as Exhibit 99.1 hereto and is herby incorporated herein by
reference.

SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

        99.1    Press Release, dated August 2, 2005, entitled "Commonwealth
                Bankshares, Inc., Norfolk, VA, Announces Quarterly Cash
                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.

                                             Commonwealth Bankshares, Inc.

Date: August 2, 2005                         By:    /s/ Cynthia A. Sabol, CPA
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                                             Name:  Cynthia A. Sabol, CPA
                                             Title: Executive Vice President and
                                                    Chief Financial Officer