Exhibit 10.3

                                 AMENDMENT NO. 1
                          Dated as of November 2, 2006
                                       to
                                    Agreement
                                     Between
                                 Kevin J. Cecil,
                     Community Bank Shares of Indiana, Inc.
                                       and
       Your Community Bank (fka Community Bank of Southern Indiana, Inc.)
                              Dated August 22, 2003

      Kevin J. Cecil  ("Executive"),  Community  Bank  Shares of  Indiana,  Inc.
("Community") and Your Community Bank (the "Bank") (collectively, the "Parties")
agree as follows:

                              PRELIMINARY STATEMENT

      The  Executive,  Community  and the Bank  (which  at the  time  was  named
"Community  Bank of Southern  Indiana,  Inc.") entered into a certain  Agreement
dated August 22, 2003 (the "Agreement") in connection with the employment of the
Executive  by  Community  and the Bank.  The  Parties  have  agreed to amend the
Agreement  in the  manner  set forth  below in order to comply  with  changes in
federal  income tax laws that have occurred since the Agreement was entered into
and in  consideration  of Community's  grant of  performance  units to Executive
under Community's Performance Units Plan.

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

Section I. Cross-References and Definitions.

      A. Reference is made to the  Agreement.  Upon and after the effective date
of this Amendment all  references to the Agreement in that  document,  or in any
related document, shall mean the Agreement as amended by this Amendment.  Except
as expressly  provided in this  Amendment,  the  execution  and delivery of this
Amendment does not and will not amend, modify or supplement any provision of, or
constitute a consent to or waiver of any  noncompliance  with the provisions of,
the Agreement,  and,  except as  specifically  provided in this  Amendment,  the
Agreement shall remain in full force and effect.

      B. Unless otherwise defined herein, terms used in this Amendment which are
defined in the Agreement shall have the same meaning herein as therein.

Section II. Amendments. The Agreement is hereby amended as of the date hereof as
follows:

<PAGE>

      A.  by  deleting  Section  1(c)  of  the  Agreement  in its  entirety  and
substituting in lieu thereof the following:

                        (c) Change in Control of the Corporation. A "Change
            in  Control  of  the   Corporation"   shall  be  determined  in
            accordance with the definition of "a change in the ownership or
            effective control of the [C]orporation,  or in the ownership of
            a substantial portion of the assets of the [C]orporation" under
            Section  409A,   and  the   regulations   and  other   guidance
            promulgated  thereunder  (collectively,  "IRC  409A"),  of  the
            Internal Revenue Code of 1986, as amended (the "Code").

      B. by adding the following two  definitions  in Section 1 of the Agreement
as Section 1(e) and Section 1(h) and  renumbering  Sections 1(e) through 1(i) as
Sections 1(f), 1(g), 1(i), 1(j) and 1(k):

                        (e)  Compensation.  "Compensation"  shall  mean all
            wages and other  compensation  identified  on all IRS Forms W-2
            issued to the Executive by the Corporation  with respect to any
            calendar year.

                        (h) Employment  Change.  "Employment  Change" shall
            mean any of the  following  not agreed to by the  Executive  in
            writing:  (i) the requirement  that Executive move his personal
            residence,  or perform his principal executive functions,  more
            than  thirty-five  (35) miles from his primary office as of the
            date of the subject Change in Control of the Corporation;  (ii)
            the failure by the  Corporation  (or its successor) to continue
            to   provide   Executive   with   Compensation   and   benefits
            substantially  similar to those  provided  Executive  as of the
            date of the  subject  Change in Control of the  Corporation  or
            benefits  substantially  similar to those provided to him under
            any of the employee  benefit  plans in which the Executive is a
            participant as of such Change in Control of the Corporation (or
            the failure by the Corporation [or its successor] to afford the
            Executive  annual  increases  in the  Executive's  Compensation
            commensurate   with  the  average   increases  in  Compensation
            received by the  Executive  for the three years  preceding  the
            subject  Change in Control,  or the failure by the  Corporation
            [or its  successor]  to make  available  to the  Executive  new
            benefits made generally  available to the executive officers of
            the  Corporation  [or its  successor]),  or the  taking  of any
            action  by the  Corporation  (or  its  successor)  which  would
            directly  or  indirectly  reduce  any of such  Compensation  or
            benefits or deprive  Executive of any material  fringe  benefit
            enjoyed by him; or (iii) a material  diminution or reduction in
            Executive's  responsibilities or authority (including reporting
            responsibilities)  in connection  with his employment  with the
            Corporation,  or the  taking of any  action by the  Corporation
            which  would   directly  or  indirectly   reduce  any  of  such
            Compensation  or benefits or deprive  Executive of any material
            fringe benefit enjoyed by him; (iv) the assignment to Executive
            of  duties  and  responsibilities  other  than  those

<PAGE>

            normally associated with his position; (v) the requirement that
            the  Executive  report  to any  person  other  than  the  Chief
            Executive  Officer of the Corporation  (or its  successor);  or
            (vi)  a  material   diminution  or  reduction  in   Executive's
            responsibilities    or    authority     (including    reporting
            responsibilities)  in connection  with his employment  with the
            Corporation.

      C. by adding the  following  definition  in Section 1 of the  Agreement as
Section 1(l):

                        (l) Triggering Event. "Triggering Event" shall mean
            either one of the following  events if such event occurs within
            the  twenty-four  (24) month period  immediately  following the
            date  of a  Change  in  Control  of the  Corporation:  (i)  the
            Executive's  employment  with  the  Corporation  is  terminated
            without Cause or (ii) the Executive resigns his employment with
            the   Corporation   within  ninety  (90)  days   following  any
            Employment Change.

      D. by  deleting  Section  5(c)(1) of the  Agreement  in its  entirety  and
substituting in lieu thereof the following:

                              (1) pay to the  Executive,  in equal  monthly
            installments beginning with the first business day of the month
            following  the Date of  Termination,  a cash  severance  amount
            equal to the Base Salary which the Executive  would have earned
            over the  remaining  term of this  Agreement  as of his Date of
            Termination;   provided,   however,   that  if  said   payments
            constitute  nonqualified  deferred compensation pursuant to IRC
            409A and if the  Executive  is a  "specified  employee" as that
            term is defined under Code Section 409A(a)(2)(B), the aggregate
            amount of the  first  seven  installments  shall be paid on the
            first  business day of the seventh month  following the Date of
            Termination, with the remaining installment payments to be made
            on the first business day of each succeeding month; and

      E. by deleting the introductory paragraph of Section 6 and Section 6(a) of
the Agreement in their entirety and substituting in lieu thereof the following:

                  6. CHANGE IN CONTROL OF THE CORPORATION.  In the event of
            a Triggering  Event,  then the Employer  shall,  subject to the
            provisions of Section 7 hereof, if applicable:

                        (a) immediately  pay to the Executive,  in a single
            lump sum payment,  a cash amount equal to two (2) times each of
            (i) the Executive's Base Salary,  (ii) the Executive's  average
            yearly automobile allowance paid during the prior two (2) years
            and (iii) the  Executive's  average  yearly bonus  compensation
            paid  during the prior two (2)  years,  which  amount  shall be
            calculated  as of the  date of the  Change  in  Control  of the
            Corporation;   provided,   however,   that  if   said   payment
            constitutes

<PAGE>

            nonqualified  deferred compensation pursuant to IRC 409A and if
            the Executive is a "specified employee" as that term is defined
            under Code Section 409A(a)(2)(B), the lump sum payment shall be
            made on the first  business day of the seventh month  following
            the date of the Change in Control of the Corporation; and

      F.  by  deleting  Section  8(b)  of  the  Agreement  in its  entirety  and
substituting in lieu thereof the following:

                        (b) The Executive hereby agrees that, following the
            termination  of his  employment  under this  Agreement  for any
            reason,  other  than  following  a  Change  in  Control  of the
            Corporation,  he will not,  for a period of time  equal to what
            would  have  been the  then  remaining  term of this  Agreement
            absent his  termination of  employment,  directly or indirectly
            and in any way,  whether as principal or as director,  officer,
            employee,  consultant, agent, partner or stockholder to another
            entity  (other than by the  ownership  of a passive  investment
            interest  of not more than five  percent  (5.00%)  in a company
            with  publicly  traded  equity  securities),  (i) own,  manage,
            operate,  control,  be  employed  by,  participate  in,  or  be
            connected  in  any  manner  with  the  ownership,   management,
            operation or control of any business located within 75 miles of
            the Corporation's  main office and prior to a Change in Control
            of the  Corporation  that  competes  with any  business  of the
            Employer;  (ii) interfere with, solicit on behalf of another or
            attempt to entice away from the  Employer  any  project,  loan,
            arrangement,  agreement,  financing or customer of the Employer
            or any contract,  agreement or arrangement that the Employer is
            actively  negotiating  with any other party, or any prospective
            business  opportunity  that the  Employer has  identified;  or,
            (iii) for himself or another,  hire, attempt to hire, or assist
            in or  facilitate  in any way the hiring of any employee of the
            Employer.  For the  sake of  clarification,  in the  event of a
            Change in Control of the Corporation,  the covenants  described
            above in this  Section  8(b)  will not  apply to the  Executive
            regardless of whether or not the Executive voluntarily resigned
            or  was  terminated  and  regardless  of  whether  or  not  the
            Executive is entitled to the lump sum cash payment described in
            Section 6(A).

Section III.  Governing  Law.  This  Amendment  shall be construed in accordance
with, and governed by, the laws of the State of Indiana.

Section  IV.  Counterparts.  This  Amendment  may be  executed  in any number of
counterparts and by different parties hereto in separate  counterparts,  each of
which when so executed  shall be deemed to be an  original  and shall be binding
upon all parties and their  respective  successors  and assigns and all of which
taken together shall constitute one and the same agreement.

<PAGE>

Section V. Binding  Effect;  Benefit.  This  Amendment  shall be binding on, and
inure to the  benefit  of,  the  parties  hereto,  and their  respective  heirs,
successors, legal representatives and permitted assigns.

      IN WITNESS  WHEREOF,  the parties hereto have executed this Amendment,  or
have caused this Amendment to be executed by their duly  authorized  officers or
agents, all as of the day and year first above written.

                                  "Executive"


Date Signed: November 2, 2006     /s/ Kevin J. Cecil
                                  ------------------
                                  Kevin J. Cecil

                                  COMMUNITY BANK SHARES OF INDIANA, INC.
                                  ("Community")


Date Signed: November 2, 2006     By: /s/ James D. Rickard
                                      --------------------
                                          James D. Rickard
                                          President and Chief Executive Officer

                                  YOUR COMMUNITY BANK
                                  ("Bank")


Date Signed: November 2, 2006             By: Garly L. Libs
                                              -------------
                                          Gary L. Libs
                                          Chairman of the Board of Directors