- Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* FENTRISS LAURENCE C	2. Issuer Name and Ticker or Trading Symbol COMMONWEALTH BANKSHARES INC [ cwbs ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __ X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle) C/O COMMONWEALTH BANKSHARES INC, PO BOX 1177	3. Date of Earliest Transaction (MM/DD/YYYY) 8/19/2011
(Street) NORFOLK, VA 23501-1177 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	8/19/2011		S		45000	D	$0.15	99735	D
Common Stock	8/19/2011		S		18269	D	$0.16	81466	D
Common Stock	8/22/2011		S		25000	D	$0.12	56466	D
Common Stock	8/22/2011		S		18000	D	$0.121	38466	D
Common Stock	8/22/2011		S		9000	D	$0.1209	29466	D
Common Stock	8/22/2011		S		9000	D	$0.15	20466	D
Common Stock	8/22/2011		S		9000	D	$0.1513	11466	D
Common Stock	8/22/2011		S		27000	D	$0.13	103262	I	by Nominee-IRA
Common Stock	8/22/2011		S		27000	D	$0.1301	76262	I	by Nominee-IRA
Common Stock	8/22/2011		S		9000	D	$0.1304	67262	I	by Nominee-IRA
Common Stock	8/23/2011		S		7324	D	$0.13	59938	I	by Nominee-IRA
Common Stock	8/23/2011		S		9000	D	$0.14	50938	I	by Nominee-IRA
Common Stock	8/24/2011		S		9000	D	$0.12	41938	I	by Nominee-IRA
Common Stock	8/24/2011		S		9000	D	$0.13	32938	I	by Nominee-IRA
Common Stock	8/24/2011		S		3161	D	$0.12	29777	I	by Nominee-IRA
Common Stock								47488	I	Directors Deferred Compensation Plan
Common Stock								155695	I	By Community Bank Investors of America

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
FENTRISS LAURENCE C C/O COMMONWEALTH BANKSHARES INC PO BOX 1177 NORFOLK, VA 23501-1177	X

Signatures
Laurence C Fentriss		8/26/2011
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.