Exhibit 2.2

                                    AMENDMENT
                                       TO
                          AGREEMENT AND PLAN OF MERGER


     This Amendment (the  "Amendment") to Agreement and Plan of Merger dated May
30, 2002, by and among CITIZENS BANCSHARES  CORPORATION ("CBC"),  CITIZENS TRUST
BANK ("CTB"), CFS BANCSHARES,  INC. ("CFSB"),  and CITIZENS FEDERAL SAVINGS BANK
("Citizens Federal")  (collectively,  the "Parties") is made and entered into as
of this 19th day of December 2002, by and among the Parties.

     WHEREAS, the Parties entered into that certain Agreement and Plan of Merger
dated as of May 30, 2002 (the "Agreement"), whereby, among other things, CFS and
Citizens  Federal will merge with and into CTB, the  wholly-owned  subsidiary of
CBC, upon the terms and conditions set forth in the Agreement;

     WHEREAS,  the  Parties  agree  that the  delay in  receiving  the  required
regulatory  approvals and the resulting  delay in CFS holding its  shareholders'
meeting will impede the Parties' ability to complete the transaction by December
31, 2002;

     NOW, THEREFORE, in consideration of the mutual agreements herein contained,
the Parties hereby agree as follows:

     1.  Amendment  to  Section  3.1(b).  Section  3.1(b) is hereby  amended  by
         -----------------------------
striking  the  section  in its  entirety  and  inserting  in  lieu  thereof  the
following:

          "(b) Each share of CFSB  Common  Stock  other than  Dissenting  Shares
     (defined at Section 3.4 below) shall be converted into the right to receive
     $64.62 in cash,  subject to  adjustment  as set forth  below  (the  "Merger
     Consideration").  If the  Effective  Time is subsequent to August 31, 2002,
     the per share Merger  Consideration will be increased as follows: to $64.69
     if the Effective Time is in September 2002, to $64.76 if the Effective Time
     is in October 2002, to $64.83 if the Effective Time is in November 2002, to
     $64.90  if the  Effective  Time  is in  December  2002,  to  $64.97  if the
     Effective  Time is in January 2003,  and to $65.04 if the Effective Time is
     in February 2003.  Each CFSB Option Share shall be converted into the right
     to  receive  cash  equal to the  Merger  Consideration  minus the per share
     exercise price."

     2.  Amendment  to Section  10.1(e).  Section  10.1(e) is hereby  amended by
         ------------------------------
striking  the  section  in its  entirety  and  inserting  in  lieu  thereof  the
following:

          "(e) By the Board of  Directors  of either Party in the event that the
     Merger shall not have been  consummated on or before February 28, 2003, but
     only if the failure to consummate the transactions  contemplated  hereby on
     or before  such date is not caused by any breach of this  Agreement  by the
     Party electing to terminate pursuant to this Section 10.1(e); or"


                                       1


<PAGE>

     3. No Other  Changes.  Except  as set  forth in this  Amendment,  the other
        -----------------
provisions of the Agreement  shall remain in full force and effect in accordance
with their respective terms.  Nothing contained herein shall constitute a waiver
of any rights or claims of any party  heretofore  or hereafter  arising under or
related to the Agreement.

     4.   Counterparts.   This   Amendment  may  be  executed  in  one  or  more
          ------------
counterparts,  each of which shall be deemed to be an original, and all of which
together shall constitute one and the same agreement.

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<PAGE>


     IN WITNESS  WHEREOF,  the Parties have caused this Amendment to be executed
on the date first above written.


ATTEST:                                          CITIZENS BANCSHARES CORPORATION


/s/ Willard C. Lewis                             By:/s/ James E. Young
--------------------------------------------        ----------------------------
Willard C. Lewis                                     James E. Young
Secretary                                            President/CEO

[CORPORATE SEAL]


ATTEST:                                          CITIZENS TRUST BANK


/s/ Willard C. Lewis                             By: /s/ James E. Young
--------------------------------------------        ----------------------------
Willard C. Lewis                                     James E. Young
Secretary                                            President/CEO

[CORPORATE SEAL]



ATTEST:                                          CFS BANCSHARES, INC.


/s/ W. Kent McGriff                              By: /s/ Bunny Stokes, Jr.
--------------------------------------------        ---------------------------
W. Kent McGriff                                      Bunny Stokes, Jr.
Secretary                                            Chairman/CEO

[CORPORATE SEAL]



ATTEST:                                          CITIZENS FEDERAL SAVINGS BANK


/s/ W. Kent McGriff                              By: /s/ Bunny Stokes, Jr.
--------------------------------------------        ----------------------------
W. Kent McGriff                                      Bunny Stokes, Jr.
Secretary                                            Chairman/CEO

[CORPORATE SEAL]


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