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

                           FORM 10-KSB

     (Mark One)

(X)   ANNUAL  REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (Fee Required)

           For the Fiscal Year Ended December 31, 2001

( )  TRANSACTION  REPORT  UNDER SECTION  13  OR  15  (d)  OF  THE
     SECURITIES EXCHANGE ACT OF 1934 (No Fee Required)

    For the transition period from __________  to __________

                 Commission file number  0-12425

                    CITIZENS BANCSHARES, INC.
         (Name of small business issuer in its charter)

          Louisiana                     72-0759135
(State or other jurisdiction          (IRS Employer
     of incorporation or          Identification Number)
        organization)

     Post Office Box 598
   Ville Platte, Louisiana              70586-0598
    (Address of principal               (Zip Code)
     executive offices)

            Issuer's telephone number: (337) 363-5643

 Securities registered under Section 12(b) of the Exchange Act:

                                  Name of each exchange
    Title of each class:          on which registered:
            None                          None


 Securities registered under Section 12 (g) of the Exchange Act:

            Common Stock,  $5.00 par value per share
                        (Title of Class)

Check  whether  the issuer (1) filed all reports required  to  be
filed by Section 13 or 15 (d) of the Exchange during the past  12
months  (or  for  such  shorter period 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___

Check  if there is no disclosure of delinquent filers in response
to  Item 405 of Regulation S-B is not contained in this form, and
no  disclosure  will  be contained, to the best  of  registrant's
knowledge,   in   definitive  proxy  or  information   statements
incorporated by reference in Part III of this Form 10-KSB or  any
amendment to this Form 10-KSB. (x)

State issuer's revenues for its most recent year. $9,642,000

State the aggregate market value of the voting stock held by non-
affiliates* of the issuer as of February 4, 2002 (based on $40.00
per share).
                           $2,509,000

Indicate the number of shares outstanding of each of the issuer's
classes of Common Stock as of the latest practical date.

                 Common Stock, $5.00 par value,
       114,855 shares outstanding as of February 4, 2002.

              DOCUMENTS INCORPORATED BY REFERENCE:

                                       Part of Form 10-KSB
  Documents Incorporated             into which Incorporated
Definitive Proxy Statement                  Part III
   for the 2002 Annual
 Meeting of Shareholders

  2001 Annual Report to                      Part II
       Shareholders

Transitional Small Business Disclosure Format: yes     no  x  .


*  For  the  purpose  of this computation only,  shares  held  by
directors,  executive  officers and principal  shareholders  have
been excluded.










PART I

ITEM 1. BUSINESS

GENERAL

Citizens Bancshares, Inc. (the "Company") is a Louisiana business
corporation and a one-bank holding company registered  under  the
federal Bank Holding Company act of 1956.  It was formed in  1983
primarily for the purpose of holding all of the outstanding stock
of  Citizens  Bank   (the "Bank"), which is  the  Company's  sole
subsidiary.

The  Bank was formed in 1975 under the banking laws of the  State
of  Louisiana.   The  Bank conducts a general commercial  banking
business  through its main office at Ville Platte, Louisiana  and
branch  offices in Mamou, Louisiana, and Pine Prairie, Louisiana,
all  of  which  are  in Evangeline Parish, Louisiana.   The  Bank
offers  a  full range of traditional commercial banking services,
including demand, savings and time deposits, consumer, commercial
and  real  estate  loans, safe-deposit boxes and  access  to  two
retail  credit plans -- "VISA" and "MASTERCARD".  The  Bank  does
not  offer  trust  services.   Drive-in  banking  facilities  are
located  at all banking locations, including a drive-through  ATM
machine  at  the Main Office in Ville Platte, Louisiana  and  the
Mamou Branch in Mamou, Louisiana.

COMPETITION

The  Bank  competes actively with national and  state  banks  and
savings and loan institutions in Louisiana for all types of loans
and  deposits.  The Bank competes for loans with other  financial
institutions, such as insurance companies, real estate investment
trusts,  savings and loans, small loan companies,  credit  unions
and   certain   government  agencies.   There  are  5   financial
institutions  in  Evangeline Parish with a total  of  11  banking
offices.

Furthermore,  due  to  the  enactment of  the  Gramm-Leach-Bliley
Financial  Modernization  Act (the "Gramm-Leach-Bliley  Act")  in
1999, which repealed certain provisions of the Glass-Steagall Act
and  amended certain provisions of the Bank Holding Company  Act,
the  Bank  will  also  face competition from  a  newly-authorized
entity, the Financial Holding Company (an "FHC").  An FHC may  be
formed  through either the affiliation of one or  more  banks  or
their  holding  companies, insurance companies and/or  securities
firms,  or a present bank holding company electing to convert  to
an  FHC  by  meeting stated Capital and management  qualification
standards.   An  FHC  may engage in a wide  range  of  activities
deemed by the statute to be financial in nature, or incidental or
complementary  to  such  activity as determined  by  the  Federal
Reserve  Board  and  the United States Treasury  Department  (the
"Treasury  Department"), subject to certain activity  asset  size
limitations,  capital and management qualification standards  and
regulatory approval.

Additionally, the Gramm-Leach-Bliley Act amends the National Bank
Act  to  provide for nationally-charted banks to own and  operate
"financial  subsidiaries"  which may  engage  in  the  activities
allowed  for an FHC.  State-charted financial institutions,  such
as  Citizens  Bank, are given companion authority through  Gramm-
Leach-Bliley  amendments to the Federal  Deposit  Insurance  Act.
However,   Louisiana  banking  law  must  also   authorize   such
investment  or  activity, a requirement that is not  present  for
national  banks.   Thus,  there may  be  activities  allowed  for
national bank financial subsidiaries that may not be available to
state-chartered bank financial subsidiaries.

EMPLOYEES

As   of  December  31,  2001,  the  Company  and  the  Bank   had
approximately 47 full-time equivalent employees.  The Company has
no  salaried employees, although certain executive officers  hold
parallel  positions with the Bank.  No employees are  represented
by unions or other bargaining units, and management considers its
relations with employees to be satisfactory.

SUPERVISION AND REGULATION

General

The  Company  and the Bank are extensively regulated  under  both
federal  and  state  laws.   To the  extent  that  the  following
information  describes  particular statutory  provisions,  it  is
qualified   in  its  entirety  by  reference  to  the  particular
statutory  and  regulatory provisions.  Any change in  applicable
law  or regulation may have a material effect on the business and
prospects of the Company.

The Company

The  Company is a bank holding company within the meaning of  the
Bank Holding Company Act of 1956, as amended (the "Act"), and, as
such,  is  subject to the provisions of the Act and to regulation
and  supervision by the Board of Governors of the Federal Reserve
System  (the "Board").  The Company is required to file with  the
Board annual reports containing such information as the Board may
require  pursuant  to  the Act and also is  subject  to  periodic
examination by the Board.

Under  the Act, a bank holding company may not acquire more  than
5%  of the voting shares, or substantially all the assets, of any
bank without the prior approval of the Board.

The  Act  also limits, with certain exceptions, the  business  in
which  a  bank  holding company may engage, directly  or  through
subsidiaries,  to  banking, managing or  controlling  banks,  and
furnishing or performing activities so closely related to banking
or  managing  or  controlling banks as to be  a  proper  incident
thereto.   In  determining  whether a particular  activity  is  a
proper incident to banking or managing or controlling banks,  the
Board must consider whether its performance by an affiliate of  a
bank  holding  company  can reasonably  be  expected  to  produce
benefits  to  the public, such as greater convenience,  increased
competition or gains in efficiency that outweigh possible adverse
effects, such as undue concentrations of resources, decreased  or
unfair  competition,  conflicts  of  interest  or  other  unsound
banking practices.

The Board has adopted regulations implementing the provisions  of
the Act with respect to the activities of bank holding companies.
Whether  or  not a particular non-banking activity  is  permitted
under  the Act, the Board is authorized to require a bank holding
company to terminate any activity or to divest itself of any non-
banking  subsidiary if its actions represent  unsafe  or  unsound
practices or violations of law.

Under  the  Act, a bank holding company and its subsidiaries  are
prohibited  from  engaging  in  certain  tie-in  arrangements  in
connection  with the extension of credit, the lease  or  sale  of
property or provision of any services.

Additionally,   the  Gramm-Leach-Bliley  Act   sets   forth   the
permissible  activities an FHC may conduct and the qualifications
necessary  for  both the initial formation  of  an  FHC  and  the
conversion  of a current bank holding company into an  FHC.   The
Federal   Reserve   Board  has  promulgated   an   administrative
regulation,   which  sets  forth  the  particular   capital   and
management   qualifications  and  other  procedural  requirements
relative  to the formation and operations of an FHC.  The  Gramm-
Leach-Bliley  Act  designates the Federal Reserve  Board  as  the
primary  "umbrella supervisor" of an FHC, with the  proper  State
authority and other federal financial regulatory agencies serving
as "functional regulators" over the activities of the various FHC
affiliates.  Furthermore, the Treasury Department retains a  veto
over  specific  Federal  Reserve  Board  determinations  and  the
Federal Deposit Insurance Corporation retains a supervisory  role
if  the  FHC affiliate's activity is deemed to affect the deposit
insurance fund.

The Federal Deposit Insurance Corporation Improvement Act of 1991
(the  "1991 Act") subject bank holding companies as well as banks
to  significantly  increased regulation and  supervision.   Among
other   things,  the  1991  Act  provides  that  undercapitalized
institutions, as defined by regulatory authorities,  must  submit
recapitalization  plans,  and  a  parent  company  of   such   an
institution   must   either  (1)  guarantee   the   institution's
compliance  with the capital plan, up to an amount equal  to  the
lesser of five percent of the institution's assets at the time it
becomes  undercapitalized or the amount of the capital deficiency
when the institution fails to comply with the plan, or (2) suffer
certain  adverse consequences such as a prohibition of  dividends
by the parent company to its shareholders.

The Company is also subject to the Louisiana Bank Holding Company
Act,  as amended (the "Louisiana Act") which, among other things,
provides that a bank holding company and its subsidiaries may not
engage  in any insurance activity in which a bank may not engage.
The   Louisiana   Commissioner  of  Financial   Institutions   is
authorized  to administer the Louisiana Act and to  issue  orders
and regulations thereunder.

Federal and Louisiana laws provide for the enforcement of any pro-
rata assessment of shareholders of a bank to cover impairment  of
capital  stock by sale, to the extent necessary, of the stock  of
any  assessed  shareholder failing to pay  the  assessment.   The
Company,  as  shareholder  of  the  Bank,  is  subject  to  these
provisions.

The Bank

Both  federal and state laws extensively regulate various aspects
of  the  banking business, including requirements  regarding  the
maintenance  of  reserves against deposits,  limitations  on  the
rates that can be charged on loans or paid on deposits, branching
and   restrictions  on  the  nature  and  amounts  of  loans  and
investments that can be made.

As a state bank, the Bank is subject to the supervisory authority
of  the  Louisiana Commissioner of Financial Institutions,  whose
office  conducts  periodic  examinations  of  the  Bank.   As   a
federally  insured bank, the Bank is also subject to  supervision
and  regulation by the Federal Deposit Insurance Corporation (the
"FDIC").   The  foregoing  regulation is  primarily  intended  to
protect  the  Bank's  creditors and depositors  rather  than  the
Company's security holders.

Under  certain circumstances, regulatory authorities may prohibit
the payment of dividends by a bank or its parent holding company.

The  1991  Act  and  regulations promulgated thereunder  classify
banks into five categories generally relating to their regulatory
capital  ratios  and  institute a system of  supervisory  actions
indexed to a bank's particular classification.  Generally,  banks
that   are  classified  as  "well  capitalized,"  or  "adequately
capitalized" are not subject to the supervisory actions specified
in  the  1991  Act  for  prompt corrective  action,  but  may  be
restricted  from  taking certain actions that  will  lower  their
classification.     Banks   classified   as   "undercapitalized,"
"significantly       undercapitalized,"      or       "critically
undercapitalized"  are  subject to  restrictions  in  supervisory
actions   of  increasing  stringency  based  on  the   level   of
classification.

Under  present regulation, the Bank is "well capitalized."  While
such   a   classification  would  exclude  the  Bank   from   the
restrictions  and  actions envisioned by  the  prompt  corrective
action  provisions of the 1991 Act, the regulatory agencies  have
broad  powers  under other provisions of federal law  that  would
permit  them to place restrictions on the Bank or to  take  other
supervisory action regardless of such classification.


SUPPLEMENTAL FINANCIAL INFORMATION

Supplemental financial information for Citizens Bancshares,  Inc.
and subsidiary is set forth below and on the following pages:

INVESTMENT SECURITIES

Maturities and weighted average yields on investments as of
December 31, 2001 (in thousands of dollars):


                                 Held to        Available
                                Maturity        For Sale
U.S. Treasury securities
 Within 1 year                    $0      0%      $0      0%
 After 1 but within 5 years        0       0       0       0
Subtotals                          0       0       0       0

U.S. Government Securities
 Within 1 year                     0       0   1,018    5.98
 After 1 but within 5 years        0       0  21,641    4.89
Subtotals                          0       0  22,659    4.94

State & political
subdivisions
 Within 1 year                 1,351    7.67       0       0
 After 1 but within 5 years    6,051    6.33       0       0
 After 5 but within 10 years     543    6.68       0       0
Subtotals                      7,945    6.58       0       0

Mortgage-backed securities         0    0.00  11,845    5.58

Totals                        $7,945   6.58% $34,504   5.16%


The  above  weighted average yield on tax-exempt obligations  are
not  computed on a tax-equivalent basis.  Yields on available for
sale securities are computed on historical amortized cost.

No  securities of any single issuer which totaled 10% or more  of
shareholders equity were held at December 31, 2001.

LOANS

A  distribution of the loan portfolio at December  31,  2001  and
2000 is summarized as follows (in thousands of dollars):

                                2001                2000
Commercial                $18,070    27.73%   $17,504    27.52%
Real Estate Mortgage       27,727     42.56    26,576     41.79
Agricultural                7,172     11.01     7,779     12.23
Consumer                   13,520     20.75    13,160     20.69
Overdrafts                     11      0.02        18      0.03
Gross loans                66,500    102.07    65,037    102.26
Unearned income             (174)     (.27)     (313)     (.49)
Allowance for loan loss   (1,177)    (1.80)   (1,129)    (1.77)
Net loans                 $65,149   100.00%   $63,595   100.00%

LOAN MATURITY AND INTEREST RATE SENSITIVITY

Maturities  of commercial and agricultural loans at December  31,
2001 are summarized below (in thousands of dollars):

                                            Over      Over
                                One Year   One to     Five
                       Total    or Less   Five Yrs   Years

Commercial             $18,070   $10,666    $5,015    $2,389
Agricultural             7,172     4,996     1,585       591

Commercial  and Agricultural loans due after one  (1)  year  that
have  fixed and adjustable rates are as follows (in thousands  of
dollars):

                                 Fixed    Adjustable
                       Total     Rates       Rates

Commercial              $7,404    $6,768         $636
Agricultural             2,176     1,924          252

INTEREST RATE SENSITIVITY AND LIQUIDITY

The  following table shows the interest rate sensitivity gaps for
different   time  periods  and  the  cumulative   interest   rate
sensitivity  gaps for the same periods as of December  31,  2001.
Loans  for  which  the accrual of interest has been  discontinued
have not been included (in thousands of dollars).

                                  1-3        4-6       7-12
                      Float     Months     Months     Months

Securities                 $0     $3,294     $1,884     $7,311
Fixed Loans             1,230      5,865      5,061     10,498
Floating Loans            437      1,559        498      1,174
Fed Funds & CD's        7,000      2,180        495      1,683
Totals                  8,667     12,898      7,938     20,666

CD & IRA > 100M             0      9,538     11,106      8,660
CD & IRS < 100M         1,903     17,878     11,070     14,470
IMM Accounts            4,636          0          0          0
Christmas Club              0          0          0         58
Savings/Now Accts       1,185          0          0          0
Totals                  7,724     27,416     22,176     23,188

Gap                       943   (14,518)   (14,238)    (2,522)

Cumulative Gap           $943  ($13,575)  ($27,813)  ($30,335)

                      13-18      19-24     Over 2
                     Months     Months      Years      Total

Securities             $4,068     $4,195    $24,612    $45,364
Fixed Loans             5,618      4,480     23,531     56,283
Floating Loans          1,025        366      4,985     10,044
Fed Funds & CD's            0        594          0     11,952
Totals                 10,711      9,635     53,128    123,643

CD & IRA > 100M         2,084      1,315        713     33,416
CD & IRA < 100M         4,207      2,250        505     52,283
IMM Accounts                0          0          0      4,636
Christmas Club              0          0          0         58
Savings/Now Accts           0          0     12,716     13,901
Totals                  6,291      3,565     13,934    104,294

Gap                     4,420      6,070     39,194     19,349

Cumulative Gap      ($25,915)  ($19,845)    $19,349         $0

RISK ELEMENTS

The  following  summarizes non-performing loans at  December  31,
2001 and 2000 (in thousands of dollars):

                                      2001         2000

Nonaccrual loans                            $0          $14
Loans past due 90 days or more as
 to principal or interest and
 still accruing interest                   117          150
Restructured loans not included
  Above                                     47          180
Totals                                    $164         $344

Interest  on  such  loans,  had  they  remained  current  and  in
accordance  with  their  original  terms,  would  have  been  (in
thousands of dollars):

                                      2001         2000

Nonaccrual loans                            $4          $13
Restructured loans                          16           17
Totals                                     $20          $30

Interest  collected on nonaccrual and restructured loans amounted
to $907 for 2001 and $4,400 for 2000.

Other nonperforming assets are(in thousands of dollars):

                                      2001         2000
Real estate
acquired in satisfaction of loans         $145         $456

Citizens  Bank  follows a close policy in scrutinizing  past  due
loans  and their placement in non-accrual status, as dictated  by
the Bank's loan policy.  Policy dictates that any loan delinquent
for   a  period  of  ninety  (90)  days,  unless  the  collateral
supporting  the loan is sufficient to cover the accrued  interest
in   addition  to  the  principal  balance  and  in  process   of
collection, will be placed in non-accrual status.  Such loans are
not charged-off; however, interest is no longer accrued.  Accrued
interest  is  charged  against  either  interest  income  or  the
allowance for possible loan losses at the time a loan becomes non-
accrual, depending on the reporting period in which such interest
had accrued.  The officers' Loan Committee reviews the Bank's non-
accrual  listing  monthly and determines whether  a  loan  should
remain on non-accrual status, be returned to accruing status,  or
be  charged-off.  The Board of Directors is provided a listing of
non-accrual  loans  at its monthly meetings.  After  review,  the
Board recommends to management to take any appropriate steps  for
collection and/or measures to protect the Bank's position.

A  detail  of  the  activity in the allowance for  possible  loan
losses  for the past two (2) years and its relationship to  year-
end loans outstanding follows (in thousands of dollars):

                                          2001      2000
Allowance for possible loan losses at
  January 1                               $1,129    $1,029
Loans charged off:
Commercial                                     0        21
Credit cards                                  28        11
Real estate - mortgage                         4        26
Agricultural                                   0         0
Consumer                                      43        50
Other (overdrafts)                             1         1
  Total charged off                           76       109

Recoveries:
Commercial                                     0         5
Credit cards                                   5        11
Real estate - mortgage                         2         0
Agricultural                                   0         0
Consumer                                      16        51
Other (overdrafts)                             1         1
  Total recoveries                            24        68

Net loans charged off                         52        41
Provision charged to operating expense       100       141

Allowance for possible loan losses at
  December 31                             $1,177    $1,129

Loans outstanding at December 31         $66,326   $64,724

Average loans outstanding for the year   $66,217   $63,777

Ratio of net charge-offs to average
  loans outstanding                        0.08%     0.06%

Ratio of allowance to loans
  outstanding at year end                  1.77%     1.74%

The provision for possible loan losses which is charged to income
from  operations is based upon the changes in the loan portfolio,
the amount of net loan losses incurred and management's estimates
of  potential  future losses based on several factors  including,
but  not  limited to, current economic conditions, loan portfolio
composition,  non-accrual loans, problem loans,  and  prior  loan
loss  experience.  The provision for loan losses was $100,000  in
2001 and $141,000 in 2000.

The  following  chart  represents management's  estimate  of  the
manner  in which the allowance for possible loan losses might  be
allocated  to categories of loans if the Company was required  to
do  so  under generally accepted accounting principles  uniformly
applied.   The  reader  is  cautioned that,  in  the  opinion  of
management, it is not possible to predict with complete  accuracy
what  amount  of the allowance will be required to absorb  future
losses  in each category.  Furthermore, under generally  accepted
accounting  principles  as  well as  regulations  promulgated  by
federal  and  state  banking  regulatory  agencies,  the   entire
allowance is available to absorb losses in all categories, so the
critical function of the allowance is to be adequate in  view  of
the aggregate risk of all losses.

An  allocation of the allowance for possible loan losses by major
categories of loans follows (in thousands of dollars):

                      2001                    2000
                         Percent of              Percent of
                          loans in                loans in
                            Each                    each
             Allowance    category    Allowance   category
                             to                      to
               Amount       total      Amount       total
                            loans                   loans

Commercial        $   0       27.17%        $216      26.91%
Real estate          56       41.69%         267      40.86%
Agriculture           0       10.79%         116      11.96%
Installment       1,108       20.33%         520      20.24%
Other                13        0.02%          10       0.03%

Totals           $1,177      100.00%      $1,129     100.00%

Deposits

The  following is a distribution of average deposits for the  two
years ended December 31 (in thousands of dollars):

                                          2001      2000

Demand deposits                          $11,877   $11,496
Savings and NOW accounts                  17,721    19,198
Time deposits $100,000 and more           32,728    26,463
Other time deposits                       51,118    49,574
Totals                                  $113,444  $106,731

The following is a maturity distribution of certificates of
deposit $100,000 and more as of December 31 (in thousands of
dollars):

                                          2001      2000

Three months and under                   $10,069    $8,687
Over three months through six months      11,005     7,158
Over six months through twelve months      8,660     8,122
Over twelve months                         4,113     4,696
Totals                                   $33,847   $28,663

Return on Equity and Assets

                                          2001      2000

Return on average assets                    .79%     1.02%
Return on average equity                   7.68%    10.51%
Dividend payout ratio                     15.41%    11.30%
Average equity to average assets          10.23%     9.72%

Rate/Volume Analysis

A  comparative  analysis of the increases and  decreases  in  the
major  categories of interest income and expense  resulting  from
changes  in  rate  and volume for the periods indicated  follows.
Changes,  which are not due solely to rate or volume,  have  been
allocated proportionally.

                                    2001/2000 Due to
(In thousands of dollars)       Rate     Volume    Total
Interest-earning assets:
  Interest-bearing deposits      $(40)       $47        $7
  Federal funds sold             (238)       235       (3)
  US Treasury securities             0         0         0
  US Government agencies         (162)       (7)     (169)
  State and municipal(1)          (16)      (35)      (51)
  Loans, net                     (146)       218        72
Total interest income(1)         (602)       458     (144)

Interest-bearing funds:
  Savings and NOW accounts        (18)      (45)      (63)
  Time deposits >or=              (78)       358       280
$100,000
  Other time deposits             (52)        86        34
Total interest expense           (148)       399       251

Net interest income(1)          $(454)       $59    $(395)

                                    2000/1999 Due to
(In thousands of dollars)       Rate     Volume    Total
Interest-earning assets:
  Interest-bearing deposits        $42    $(123)     $(81)
  Federal funds sold               107      (48)        59
  US Treasury securities             0      (42)      (42)
  US Government agencies           137       227       364
  State and municipal(1)           (5)       (4)       (9)
  Loans, net                        45       561       606
Total interest income(1)           326       571       897

Interest-bearing funds:
  Savings and NOW accounts          41        17        58
  Time deposits >or=                84       190       274
$100,000
  Other time deposits              160        36       196
Total interest expense             285       243       528

Net interest income(1)             $41      $328      $369

(1) = Fully taxable equivalent basis using a 34% tax rate.

AVERAGE BALANCES, INTEREST AND AVERAGE RATES

The  following  table  shows the major  consolidated  assets  and
liabilities, together with their respective interest amounts  and
rates earned or paid by the company.  Cash basis and renegotiated
loans  are  included  in the averages to determine  an  effective
yield  on all loans.  The average balances are principally  daily
averages (in thousands of dollars):

                                            2001
                                          Interest    Average
                                Average    Income/    Yield/
                                Balance    Expense     Rate
Earning Assets
 Interest Bearing Deposits        $4,122       $218      5.29%
 Federal Funds Sold               13,329        515       3.86
 U.S. Treasury                         0          0          0
 U.S. Government                  30,111      1,710       5.68
 State & Municipal (1)             7,473        511       6.84
 Loans, net                       65,055      5,951       9.15
Total Earning Assets             120,090      8,905       7.42
 Cash & Due from Banks             2,728
 Premises & Equipment              2,893
 Other Assets                      2,353

Total Assets                    $128,064

Liabilities &
Shareholders Equity
Interest Bearing funds
 Savings & Now                   $17,720        535       3.02
 Time Deposit $100,000            32,728      1,857       5.67
 Other Time Deposits              51,118      2,838       5.55
Total Int. Bearing               101,566      5,230       5.15
 Demand Deposits                  11,877
 Accrued Interest &
 Other Liabilities                 1,519
Total Liabilities                114,962
Shareholder's Equity              13,102

Total Liabilities &
Shareholders Equity             $128,064

Net Interest Income, Taxable
 equivalent basis                             3,675
Taxable equivalent adjustment                 (174)
Net interest income, actual                  $3,501

Spread                                                   2.27%
Net interest yield (1)                                   3.06%

                                            2000
                                          Interest    Average
                                Average    Income/    Yield/
                                Balance    Expense     Rate
Earning Assets
 Interest Bearing Deposits        $3,308       $211      6.38%
 Federal Funds Sold                8,394        518       6.17
 U.S. Treasury                         0          0          0
 U.S. Government                  30,217      1,879       6.22
 State & Municipal (1)             7,982        562       7.04
 Loans, net                       62,695      5,879       9.38
Total Earning Assets             112,596      9,049       8.04
 Cash & Due from Banks             2,376
 Premises & Equipment              2,977
 Other Assets                      1,454

Total Assets                    $119,403

Liabilities &
Shareholders Equity
Interest Bearing funds
 Savings & Now                   $19,198        598       3.11
 Time Deposit $100,000            26,463      1,577       5.96
 Other Time Deposits              49,574      2,804       5.66
Total Int. Bearing                95,235      4,979       5.23
 Demand Deposits                  11,496
 Accrued Interest &
 Other Liabilities                 1,061
Total Liabilities                107,792
Shareholder's Equity              11,611

Total Liabilities &
Shareholders Equity             $119,403

Net Interest Income, Taxable
 equivalent basis                             4,070
Taxable equivalent adjustment                 (191)
Net interest income, actual                  $3,879

Spread                                                   2.81%
Net interest yield (1)                                   3.61%

(1) Fully taxable equivalent basis using 34% tax rate.


ITEM 2. PROPERTIES

The  Bank's main office is located at 841 West Main Street, Ville
Platte, Louisiana.  This property includes the Bank's parking lot
containing  74  parking places.  The Bank's  office  building  is
approximately 12,665 square feet and includes staff  and  storage
rooms and drive-up facilities.

One  of  the  Bank's branch offices is located at  601  Poinciana
Avenue,  Mamou,  Louisiana.  This property  includes  the  branch
office's  parking lot containing 30 parking spaces.   The  branch
office  building is approximately 3600 square feet  and  contains
staff and storage rooms and drive-up facilities.

The  Bank's other branch office is located at Sanders &  Hwy  13,
Pine  Prairie,  Louisiana.   This property  includes  the  branch
office's  parking lot containing 20 parking spaces.   The  branch
office  building is approximately 2400 square feet  and  contains
staff and storage rooms and drive-in facilities.


ITEM 3.  LEGAL PROCEEDINGS

Other  than normal and routine collection matters in which demand
letters,  lawsuits  filed seeking personal judgment  or  mortgage
foreclosures  and/or real estate as well as proofs  of  claim  in
bankruptcy and/or reorganization proceedings, none of  which  are
considered  to  be  of  a material nature, the  Company  and  its
subsidiary are not engaged in any litigation.


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

There  were  no  matters voted upon by the  shareholders  of  the
Company during the fourth quarter of 2001.


PART II

ITEM  5.   MARKET  FOR  REGISTRANT'S COMMON  EQUITY  AND  RELATED
STOCKHOLDER MATTERS

There  is  no established public trading market for the Company's
common  stock.  The primary market area for the Company's  common
stock  is  Evangeline Parish.  All sales of the Company's  common
stock  that have come to the attention of management during  2001
were  at $40 per share, and during 2000, the price ranged from  a
low  of  $40  to a high of $50.  Such prices reflect  only  those
limited number of transactions that have come to the attention of
management, and other transactions may have occurred at higher or
lower  sales  prices during the periods indicated.  No  assurance
can  be given that such prices represent the actual market  value
of the Company's common stock.

The  approximate  number of holders of record  of  the  Company's
common stock, $5.00 par value, as of February 4, 2002 was 474.

The  Board  of Directors has declared cash dividends in  December
2000   and  2001  of  $1.20  per  share  and  $1.35  per   share,
respectively.    Although no assurances can be  made,  management
currently expects that cash dividends will be paid in the  future
years at approximately the same rates as in the past.

The  ability  of the Company to pay dividends is contingent  upon
its  subsidiary, Citizens Bank, to pay dividends.  Prior approval
of   the  Commissioner  of  the  Louisiana  Office  of  Financial
Institutions  is  required for the Bank to pay dividends  if  the
total  of  all  dividends declared and paid during any  one  year
would exceed the total of net profits of that year combined  with
the net profits of the immediately preceding year.


ITEM  6.   MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

The information appearing in the Company's 2001 Annual Report  is
incorporated herein by reference in response to this item.


ITEM 7.  FINANCIAL STATEMENTS

The information appearing in the Company's 2001 Annual Report  is
incorporated herein by reference in response to this item.


ITEM  8.   CHANGES  IN  AND  DISAGREEMENTS  WITH  ACCOUNTANTS  ON
ACCOUNTING AND FINANCIAL DISCLOSURE

There have been no disagreements with our independent accountants
on  any  matter  of accounting principles or practice,  financial
statement disclosure or auditing scope or procedure.


PART III

ITEM 9.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

The  information  appearing  in the  Company's  definitive  proxy
statement  for  the  2002  annual  meeting  of  shareholders   is
incorporated herein by reference in response to this item.


ITEM 10.  EXECUTIVE COMPENSATION

The  information  appearing  in the  Company's  definitive  proxy
statement  for  the  2002  annual  meeting  of  shareholders   is
incorporated herein by reference in response to this item.


ITEM  11.   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL  OWNERS  AND
MANAGEMENT

The  information  appearing  in the  Company's  definitive  proxy
statement  for  the  2002  annual  meeting  of  shareholders   is
incorporated herein by reference in response to this item.


ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

The  information  appearing  in the  Company's  definitive  proxy
statement  for  the  2002  annual  meeting  of  shareholders   is
incorporated herein by reference in response to this item.


ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits required by Item 601 Regulation S-B:

     Exhibit 13 - 2001 Annual Report to Shareholders

Other  exhibits  have been omitted because they  are  either  not
applicable or have been filed in previous reports.

(b)  Reports on Form 8-K:

No  reports  on  Form 8-K were filed during the last  quarter  of
2001.


SIGNATURES

      Pursuant to the requirements of Section 13 or 15 (d) of the
Securities  Exchange Act of 1934, the Registrant has duly  caused
the  report  to  be  signed  on its behalf  by  the  undersigned,
thereunto duly authorized.

Small business issuer: Citizens Bancshares, Inc.

Date: February 26, 2002


     s/Carl W. Fontenot
     Carl W. Fontenot
     President & Director


     s/Wayne Vidrine
     Wayne Vidrine
     Treasurer


     s/Fredrick Phillips
     Fredrick Phillips
     Director


     s/Brent Coreil
     Brent Coreil
     Director


     s/Bryan Fontenot
     Bryan Fontenot
     Director


     s/Eugene Fontenot
     Eugene S. Fontenot
     Director

     s/E.J. Deville
     E.J. Deville
     Director