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): June 29, 2009

                      CITY NATIONAL BANCSHARES CORPORATION
               (Exact name of registrant as specified in charter)


State of New Jersey                   0-11535                   22-2434751
(State or other jurisdiction       (Commission               (I.R.S. Employer
of incorporation)                  File Number)           Identification Number)

                   900 Broad Street, Newark, New Jersey 07102
               (Address of principal executive offices) (zip code)

       Registrant's telephone number, including area code: (973) 624-0865

         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))




Item 1.01 Entry into a Material Definitive Agreement.

      (i) On June 29, 2009,  City National  Bank of New Jersey (the  "Bank"),  a
                                                                      ----
wholly-owned  national bank subsidiary of City National  Bancshares  Corporation
(the "Company")  entered into a formal  agreement (the "Formal  Agreement") with
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The Comptroller of the Currency (the "OCC") for the Bank to take various actions
                                      ---
with respect to the operation of the Bank.

      The requirements of the Formal Agreement must be implemented within thirty
(30) to ninety (90) days as  specified  in the Formal  Agreement.  At this time,
management  of the Bank  anticipates  meeting  all  requirements  of the  Formal
Agreement within the required time-frames. Indeed, the Bank believes that in the
first two (2) quarters of 2009 it has already  taken many of the steps  required
by the Formal  Agreement,  and has developed and  implemented  various  programs
contemplated by the Formal Agreement, subject to regulatory review and approval.
The Formal Agreement does not change the Bank's status as "well-capitalized" for
bank regulatory purposes.

      The Formal  Agreement  resulted from the OCC's  examination of the Bank in
the fourth quarter of 2008. Such  examination,  and the actions  required by the
Formal  Agreement,  correspond to the Bank's recent experience of an increase in
criticized  assets as the economy in the Bank's  primary  lending  area has come
under increasing  downward pressure.  The substantive  actions called for by the
Formal  Agreement  should  strengthen the Bank and make it more efficient in the
long-run.  Although  implementation  of the Formal  Agreement  has increased the
Bank's  administrative  costs in the short term,  the amount of such increase is
not expected to be material to the Company or  materially  impact its results of
operations.

      The foregoing  description of the Formal  Agreement does not purport to be
complete and is qualified in its entirety by reference to the Formal  Agreement,
a copy of which is included as Exhibit  10.1 to this report and is  incorporated
                               -------------
herein by reference.

Item 5.02  Departure of Directors or Certain  Officers;  Election of  Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

      (b) Douglas E. Anderson,  a director of the Company and the Bank, resigned
from his  positions as director of the Company and the Bank  effective  June 27,
2009. Mr.  Anderson  served each of the Company and the Bank as a director since
1989. Neither of his board seats have been filled at this time.

Item 9.01  Financial Statements and Exhibits.

(d) Exhibits.

The following exhibits are filed herewith:

Exhibit No.   Description of Exhibit
- -----------   ----------------------

10.1          Agreement,  dated June 29, 2009,  by and between City  National
              Bank of New Jersey and The Comptroller of the Currency


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                                   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.

                          CITY NATIONAL BANCSHARES CORPORATION

Date:    July 6, 2009     By:  /s/ Edward R. Wright
                             ---------------------------------------------------
                               Edward R. Wright
                               Senior Vice President and Chief Financial Officer


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                                  Exhibit Index

Exhibit No.   Description of Exhibit
- -----------   ----------------------

10.1          Agreement,  dated June 29, 2009,  by and between City  National
              Bank of New Jersey and The Comptroller of the Currency







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