SC 13D/A

CUSIP No. 12525D102 Page 1 of 24 Pages 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D/A

Under the Securities Exchange Act of 1934
(Amendment No. 2)

CFS Bancorp, Inc.
(Name of Issuer)

Common Stock, par value $0.01 per share
(Title of Class of Securities)

12525D102
(CUSIP Number)

Mr. John Wm. Palmer
PL Capital, LLC
20 E. Jefferson Ave.
Suite 22
Naperville, IL 60540
630-848-1340
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

May 4, 2009
(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [   ].

CUSIP No. 12525D102 Page 2 of 24 Pages 

1	NAME OF REPORTING PERSON   Financial Edge Fund, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)   [X] (b)   [  ]
3	SEC USE ONLY
4	SOURCE OF FUNDS WC, OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)			[  ]
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES		7	SOLE VOTING POWER 0
BENEFICIALLY OWNED		8	SHARED VOTING POWER 397,734
BY EACH REPORTING		9	SOLE DISPOSITIVE POWER 0
PERSON WITH:		10	SHARED DISPOSITIVE POWER 397,734
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 397,734
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES			[X]
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.8%
14	TYPE OF REPORTING PERSON PN

CUSIP No. 12525D102 Page 3 of 24 Pages   

1	NAME OF REPORTING PERSON   Financial Edge—Strategic Fund, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)   [X] (b)   [  ]
3	SEC USE ONLY
4	SOURCE OF FUNDS WC, OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)			[  ]
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES		7	SOLE VOTING POWER 0
BENEFICIALLY OWNED		8	SHARED VOTING POWER 173,500
BY EACH REPORTING		9	SOLE DISPOSITIVE POWER 0
PERSON WITH:		10	SHARED DISPOSITIVE POWER 173,500
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 173,500
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES			[X]
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.6%
14	TYPE OF REPORTING PERSON PN

CUSIP No. 12525D102 Page 4 of 24 Pages   

1	NAME OF REPORTING PERSON   Goodbody/PL Capital, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)   [X] (b)   [  ]
3	SEC USE ONLY
4	SOURCE OF FUNDS WC, OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)			[  ]
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES		7	SOLE VOTING POWER 0
BENEFICIALLY OWNED		8	SHARED VOTING POWER 174,701
BY EACH REPORTING		9	SOLE DISPOSITIVE POWER 0
PERSON WITH:		10	SHARED DISPOSITIVE POWER 174,701
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 174,701
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES			[X]
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.6%
14	TYPE OF REPORTING PERSON PN

CUSIP No. 12525D102 Page 5 of 24 Pages   

1	NAME OF REPORTING PERSON   PL Capital/Focused Fund, L.P.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)   [X] (b)   [  ]
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)			[  ]
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES		7	SOLE VOTING POWER 0
BENEFICIALLY OWNED		8	SHARED VOTING POWER 174,396
BY EACH REPORTING		9	SOLE DISPOSITIVE POWER 0
PERSON WITH:		10	SHARED DISPOSITIVE POWER 174,396
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 174,396
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES			[X]
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.6%
14	TYPE OF REPORTING PERSON PN

CUSIP No. 12525D102 Page 6 of 24 Pages   

1	NAME OF REPORTING PERSON   PL Capital, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)   [X] (b)   [  ]
3	SEC USE ONLY
4	SOURCE OF FUNDS AF
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)			[  ]
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES		7	SOLE VOTING POWER 0
BENEFICIALLY OWNED		8	SHARED VOTING POWER 815,250
BY EACH REPORTING		9	SOLE DISPOSITIVE POWER 0
PERSON WITH:		10	SHARED DISPOSITIVE POWER 815,250
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 815,250
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES			[X]
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.7%
14	TYPE OF REPORTING PERSON PN

CUSIP No. 12525D102 Page 7 of 24 Pages   

1	NAME OF REPORTING PERSON   PL Capital Advisors, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)   [X] (b)   [  ]
3	SEC USE ONLY
4	SOURCE OF FUNDS AF
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)			[  ]
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES		7	SOLE VOTING POWER 0
BENEFICIALLY OWNED		8	SHARED VOTING POWER 920,331
BY EACH REPORTING		9	SOLE DISPOSITIVE POWER 0
PERSON WITH:		10	SHARED DISPOSITIVE POWER 920,331
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 920,331
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES			[X]
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.7%
14	TYPE OF REPORTING PERSON PN

CUSIP No. 12525D102 Page 8 of 24 Pages   

1	NAME OF REPORTING PERSON   Goodbody/PL Capital, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)   [X] (b)   [  ]
3	SEC USE ONLY
4	SOURCE OF FUNDS AF
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)			[  ]
6	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF SHARES		7	SOLE VOTING POWER 0
BENEFICIALLY OWNED		8	SHARED VOTING POWER 174,701
BY EACH REPORTING		9	SOLE DISPOSITIVE POWER 0
PERSON WITH:		10	SHARED DISPOSITIVE POWER 174,701
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 174,701
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES			[X]
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.6%
14	TYPE OF REPORTING PERSON PN

CUSIP No. 12525D102 Page 9 of 24 Pages   

1	NAME OF REPORTING PERSON   John W. Palmer
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)   [X] (b)   [  ]
3	SEC USE ONLY
4	SOURCE OF FUNDS AF, PF
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)			[  ]
6	CITIZENSHIP OR PLACE OF ORGANIZATION USA
NUMBER OF SHARES		7	SOLE VOTING POWER 1,000
BENEFICIALLY OWNED		8	SHARED VOTING POWER 989,951
BY EACH REPORTING		9	SOLE DISPOSITIVE POWER 1,000
PERSON WITH:		10	SHARED DISPOSITIVE POWER 989,951
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 990,951
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES			[X]
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.4%
14	TYPE OF REPORTING PERSON IN

CUSIP No. 12525D102 Page 10 of 24 Pages   

1	NAME OF REPORTING PERSON   Richard J. Lashley
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)   [X] (b)   [  ]
3	SEC USE ONLY
4	SOURCE OF FUNDS AF, PF
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)			[  ]
6	CITIZENSHIP OR PLACE OF ORGANIZATION USA
NUMBER OF SHARES		7	SOLE VOTING POWER 3,000
BENEFICIALLY OWNED		8	SHARED VOTING POWER 1,000,251
BY EACH REPORTING		9	SOLE DISPOSITIVE POWER 3,000
PERSON WITH:		10	SHARED DISPOSITIVE POWER 1,000,251
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,003,251
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES			[X]
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.5%
14	TYPE OF REPORTING PERSON IN

CUSIP No. 12525D102 Page 11 of 24 Pages   

1	NAME OF REPORTING PERSON   Beth Lashley
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)   [X] (b)   [  ]
3	SEC USE ONLY
4	SOURCE OF FUNDS PF
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)			[  ]
6	CITIZENSHIP OR PLACE OF ORGANIZATION USA
NUMBER OF SHARES		7	SOLE VOTING POWER 0
BENEFICIALLY OWNED		8	SHARED VOTING POWER 10,300
BY EACH REPORTING		9	SOLE DISPOSITIVE POWER 0
PERSON WITH:		10	SHARED DISPOSITIVE POWER 10,300
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 10,300
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES			[X]
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) ‹1.0%
14	TYPE OF REPORTING PERSON IN

CUSIP No. 12525D102 Page 12 of 24 Pages   

1	NAME OF REPORTING PERSON   Irving A. Smokler
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)   [X] (b)   [  ]
3	SEC USE ONLY
4	SOURCE OF FUNDS AF, OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)			[  ]
6	CITIZENSHIP OR PLACE OF ORGANIZATION USA
NUMBER OF SHARES		7	SOLE VOTING POWER 0
BENEFICIALLY OWNED		8	SHARED VOTING POWER 69,620
BY EACH REPORTING		9	SOLE DISPOSITIVE POWER 0
PERSON WITH:		10	SHARED DISPOSITIVE POWER 69,620
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 69,620
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES			[X]
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.7%
14	TYPE OF REPORTING PERSON IN

CUSIP No. 12525D102 Page 13 of 24 Pages   

1	NAME OF REPORTING PERSON   Red Rose Trading Estonia OU
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)   [X] (b)   [  ]
3	SEC USE ONLY
4	SOURCE OF FUNDS WC, BK, OO
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)			[  ]
6	CITIZENSHIP OR PLACE OF ORGANIZATION Estonia
NUMBER OF SHARES		7	SOLE VOTING POWER 0
BENEFICIALLY OWNED		8	SHARED VOTING POWER 69,620
BY EACH REPORTING		9	SOLE DISPOSITIVE POWER 0
PERSON WITH:		10	SHARED DISPOSITIVE POWER 69,620
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 69,620
12	CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES			[X]
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.7%
14	TYPE OF REPORTING PERSON OO

CUSIP No. 12525D102 Page 14 of 24 Pages   

Item 1.         Security and Issuer

        This amended Schedule 13D relates to the common stock, $0.01 par value (“Common Stock”), of CFS Bancorp, Inc. (the “Company” or “CFS Bancorp”). The address of the principal executive offices of the Company is 707 Ridge Road, Munster, IN 46321.

Item 2.         Identity and Background

        This amended Schedule 13D is being filed jointly by the parties identified below. All of the filers of this Schedule 13D are collectively the “PL Capital Group.” The joint filing agreement of the members of the PL Capital Group is attached to Amendment No. 1 to this Schedule 13D as Exhibit 1.

o Financial Edge Fund, L.P., a Delaware limited partnership ("Financial Edge Fund")

o Financial Edge-Strategic Fund, L.P., a Delaware limited partnership ("Financial Edge Strategic")

o PL Capital/Focused Fund, L.P., a Delaware limited partnership ("Focused Fund")

o PL Capital, LLC, a Delaware limited liability company and General Partner of Financial Edge Fund, Financial Edge Strategic and Focused Fund and investment adviser to separate accounts held by Red Rose Trading Estonia OU (“PL Capital”)

o PL Capital Advisors, LLC, a Delaware limited liability company and investment advisor to Financial Edge Fund, Financial Edge Strategic, Focused Fund and Goodbody/PL Capital, L.P. (“PL Capital Advisors”)

o Goodbody/PL Capital, L.P., a Delaware limited partnership ("Goodbody/PL LP")

o Goodbody/PL Capital, LLC, a Delaware limited liability company and General Partner of Goodbody/PL LP ("Goodbody/PL LLC")

o John W. Palmer and Richard J. Lashley, Managing Members of PL Capital, PL Capital Advisors and Goodbody/PL LLC, and as individuals

o Beth Lashley, spouse of Richard Lashley, as an individual

o Red Rose Trading Estonia OU, an Estonian company ("Red Rose")

o Irving A. Smokler, principal of Red Rose

    (a)-(c)        This statement is filed by Mr. John Palmer and Mr. Richard Lashley, with respect to the shares of Common Stock beneficially owned by them, as follows:

(1) shares of Common Stock held in the name of Financial Edge Fund, Financial Edge Strategic, Focused Fund and Red Rose, in Mr. Palmer’s and Mr. Lashley’s capacity as Managing Members of PL Capital, the General Partner of Financial Edge Fund, Financial Edge Strategic and Focused Fund and investment adviser to separate accounts held by Red Rose;

CUSIP No. 12525D102 Page 15 of 24 Pages   

(2) shares of Common Stock held in the name of Financial Edge Fund, Financial Edge Strategic, Focused Fund and Goodbody/PL LP, in Mr. Palmer’s and Mr. Lashley’s capacity as Managing Members of PL Capital Advisors, the investment advisor to Financial Edge Fund, Financial Edge Strategic, Focused Fund and Goodbody/PL LP;

(3) shares of Common Stock held in the name of Goodbody/PL LP, in Mr. Palmer’s and Mr. Lashley’s capacity as Managing Members of Goodbody/PL LLC, the General Partner of Goodbody/PL LP;

(4) shares of Common Stock held in the name of Mr. Palmer as an individual; and

(5) shares of Common Stock held in the name of Mr. Lashley as an individual, as well as held jointly in the name of Mr. Lashley and Beth Lashley.

        This statement is filed by Dr. Irving Smokler with respect to the shares of Common Stock beneficially owned by Red Rose.

        The business address of Financial Edge Fund, Financial Edge Strategic, Focused Fund, PL Capital, PL Capital Advisors, Goodbody/PL LP, Goodbody/PL LLC, Mr. Palmer, Mr. Lashley and Beth Lashley is: c/o PL Capital, 20 East Jefferson Avenue, Suite 22, Naperville, Illinois 60540. Each of Financial Edge Fund, Financial Edge Strategic, Focused Fund, PL Capital, PL Capital Advisors, Goodbody/PL LP and Goodbody/PL LLC are engaged in various interests, including investments.

        The principal employment of Messrs. Palmer and Lashley is investment management with each of PL Capital, PL Capital Advisors and Goodbody/PL LLC, whose principal business is investments. Beth Lashley is the spouse of Richard Lashley and is currently not employed.

        The business address of Red Rose and Dr. Irving Smokler is c/o of Maple Leaf Properties, 980 N. Federal Highway, Suite 307, Boca Raton, FL 33432. Red Rose is engaged in various investment activities.

        The principal employment of Dr. Smokler is as a partner of Maple Leaf Properties, a Michigan co-general partnership, a real estate investment firm with a principal address of 980 N. Federal Highway, Suite 307, Boca Raton, FL 33432.

    (d)        During the past five years, no member of the PL Capital Group has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

    (e)        During the past five years, no member of the PL Capital Group has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws.

CUSIP No. 12525D102 Page 16 of 24 Pages   

    (f)        All of the individuals who are members of the PL Capital Group are citizens of the United States.

Item 3.         Source and Amount of Funds or Other Consideration

        In aggregate, the PL Capital Group owns 1,004,251 shares of Common Stock of the Company acquired at an aggregate cost of $3,185,064.

        The amount of funds expended by Financial Edge Fund to acquire the 397,734 shares of Common Stock it holds in its name is $1,283,753. Such funds were provided from Financial Edge Fund’s available capital and from time to time from margin loans provided by BNP Paribas Prime Brokerage, Inc. (“BNP Paribas”).

        The amount of funds expended by Financial Edge Strategic to acquire the 173,500 shares of Common Stock it holds in its name is $565,368. Such funds were provided from Financial Edge Strategic’s available capital and from time to time from margin loans provided by BNP Paribas.

        The amount of funds expended by Goodbody/PL LP to acquire the 174,701 shares of Common Stock it holds in its name is $569,270. Such funds were provided from Goodbody/PL LP’s available capital and from time to time from margin loans provided by BNP Paribas.

        The amount of funds expended by Focused Fund to acquire the 174,396 shares of Common Stock it holds in its name is $555,250. Such funds were provided from Focused Fund’s available capital.

        The amount of funds expended by Mr. Palmer to acquire the 1,000 shares of Common Stock he holds in his name is $11,846. Such funds were provided from Mr. Palmer’s personal funds.

        The amount of funds expended by Mr. Lashley to acquire the 3,000 shares of Common Stock he holds individually in his name is $9,668. Such funds were provided from Mr. Lashley’s personal funds.

        The amount of funds expended by Richard and Beth Lashley to acquire the 10,300 shares of Common Stock they hold jointly is $33,840. Such funds were provided from Mr. and Mrs. Lashley’s personal funds.

        The amount of funds expended by Red Rose to acquire the 69,620 shares of Common Stock it holds in its name is $156,068. Such funds were provided from Red Rose’s available capital and from time to time from margin loans provided by BNP Paribas.

        Any purchases of Common Stock made by members of the PL Capital Group using funds borrowed from BNP Paribas, if any, were made in margin transactions on that firms’ usual terms and conditions. All or part of the shares of Common Stock owned by members of the PL Capital Group may from time to time be pledged with one or more banking institutions or brokerage firms as collateral for loans made by such entities to members of the PL Capital Group. Such loans, if any, generally bear interest at a rate based upon the federal funds rate plus a margin. Such indebtedness, if any, may be refinanced with other banks or broker-dealers. As of the date of this filing no member of the PL Capital Group has margin or other loans outstanding secured by Common Stock other than Financial Edge Fund, Financial Edge Strategic and Goodbody/PL LP.

CUSIP No. 12525D102 Page 17 of 24 Pages   

Item 4.         Purpose of Transaction

        This is the PL Capital Group’s second amendment to its initial Schedule 13D filing. The PL Capital Group acquired shares of Common Stock because it believes that the Common Stock is undervalued.

        The PL Capital Group plans to ask management of the Company what their operating and strategic plans are for, among other things: (1) managing its holdings of loan participations and syndications, (2) managing other credit risks in the current economic downturn, and (3) maximizing the value of the Common Stock.

        On March 25, 2009, the PL Capital Group sent a notice of shareholder derivative demand to the Company’s board of directors. A copy of the letter was previously filed as an exhibit to Amendment No. 1 to this Schedule 13D (see Exhibit 2). On April 13, 2009, the PL Capital Group sent a follow-up letter to the Company’s board of directors stressing the importance of taking prompt action with respect to the derivative demand. A copy of the letter is attached hereto as Exhibit 3.

        On April 28, 2009, a representative of the PL Capital Group attended the annual meeting of the Company. At that meeting no shareholders were allowed to ask questions or make comments during the meeting which then prompted the PL Capital Group to issue a press release dated April 29, 2009. A copy of the April 29, 2009 press release is attached hereto as Exhibit 4. Additionally, in an effort to have questions answered that the PL Capital Group had planned to ask at the annual meeting, the PL Capital Group sent a letter dated May 5, 2009 to the Company’s board of directors and issued a press release dated May 6, 2009. A copy of the May 5, 2009 letter and May 6, 2009 press release are attached hereto as Exhibit 5 and 6, respectively.

        Members of the PL Capital Group may make further purchases of shares of Common Stock. Members of the PL Capital Group may dispose of any or all the shares of Common Stock held by them.

        To the extent the actions described herein may be deemed to constitute a “control purpose” with respect to the Securities Exchange Act of 1934, as amended, and the regulations thereunder, the PL Capital Group has such a purpose. Except as noted in this Schedule 13D, no member of the PL Capital Group has any plans or proposals, which relate to, or would result in, any of the matters referred to in paragraphs (b) through (j), inclusive of Item (4) of Schedule 13D. Such individuals may, at any time and from time to time, review or reconsider their positions and formulate plans or proposals with respect thereto.

Item 5.         Interest in Securities of the Company

        The percentages used in this Schedule 13D are calculated based upon 10,591,680 outstanding shares of Common Stock. This is the number of shares of Common Stock that the Company reported as outstanding as of February 28, 2009 in its Annual Report on Form 10-K, which was filed with Securities and Exchange Commission on March 9, 2009. The PL Capital Group’s transactions in the Common Stock since it filed its Amendment No. 1 to this Schedule 13D on March 27, 2009 are as follows:

(A)        Financial Edge Fund

    (a)-(b)        See cover page.

CUSIP No. 12525D102 Page 18 of 24 Pages   

    (c)             Financial Edge Fund has made no purchases or sales since its last filing on March 27, 2009.

    (d)             Because Mr. Palmer and Mr. Lashley are the Managing Members of PL Capital, the general partner of Financial Edge Fund, they have the power to direct the affairs of Financial Edge Fund, including the voting and disposition of shares of Common Stock held in the name of Financial Edge Fund. Therefore, Mr. Palmer and Mr. Lashley are deemed to share voting and dispositive power with Financial Edge Fund with regard to those shares of Common Stock.

(B)        Financial Edge Strategic

    (a)-(b)       See cover page.

    (c)             Financial Edge Strategic has made no purchases or sales since its last filing on March 27, 2009.

    (d)             Because Mr. Palmer and Mr. Lashley are the Managing Members of PL Capital, the general partner of Financial Edge Strategic, they have the power to direct the affairs of Financial Edge Strategic, including the voting and disposition of shares of Common Stock held in the name of Financial Edge Strategic. Therefore, Mr. Palmer and Mr. Lashley are deemed to share voting and dispositive power with Financial Edge Strategic with regard to those shares of Common Stock.

(C)        Goodbody/PL LP

    (a)-(b)         See cover page.

    (c)             Goodbody/PL LP has made no purchases or sales since its last filing on March 27, 2009.

    (d)             Goodbody/PL LLC is the general partner of Goodbody/PL LP. Because Mr. Palmer and Mr. Lashley are the Managing Members of Goodbody/PL LLC, they have the power to direct the affairs of Goodbody/PL LP. Therefore, Goodbody/PL LLC may be deemed to share with Messrs. Palmer and Lashley voting and dispositive power with regard to the shares of Common Stock held by Goodbody/PL LP.

(D)        Focused Fund

    (a)-(b)        See cover page.

    (c)             Focused Fund has made no purchases or sales since its last filing on March 27, 2009.

    (d)             PL Capital is the general partner of Focused Fund. Because Mr. Palmer and Mr. Lashley are the Managing Members of PL Capital, they have the power to direct the affairs of PL Capital. Therefore, PL Capital may be deemed to share with Messrs. Palmer and Lashley voting and dispositive power with regard to the shares of Common Stock held by PL Capital.

(E)        PL Capital

    (a)-(b)        See cover page.

    (c)             PL Capital has made no purchases or sales of Common Stock directly.

CUSIP No. 12525D102 Page 19 of 24 Pages   

    (d)             PL Capital is the general partner of Financial Edge Fund, Financial Edge Strategic and Focused Fund. PL Capital is the investment adviser for a separate account held by Red Rose. Because Mr. Palmer and Mr. Lashley are the Managing Members of PL Capital, they have the power to direct the affairs of PL Capital. Therefore, PL Capital may be deemed to share with Mr. Palmer and Mr. Lashley voting and dispositive power with regard to the shares of Common Stock held by Financial Edge Fund, Financial Edge Strategic, Focused Fund and Red Rose.

(F)        PL Capital Advisors

    (a)-(b)        See cover page.

    (c)             PL Capital Advisors has made no purchases or sales of Common Stock directly.

    (d)             PL Capital Advisors is the investment advisor to Financial Edge Fund, Financial Edge Strategic, Goodbody/PL LP and Focused Fund. Because Mr. Palmer and Mr. Lashley are the Managing Members of PL Capital Advisors, they have the power to direct the affairs of PL Capital Advisors. Therefore, PL Capital Advisors may be deemed to share with Mr. Palmer and Mr. Lashley voting and dispositive power with regard to the shares of Common Stock held by Financial Edge Fund, Financial Edge Strategic, Goodbody/PL LP, and Focused Fund.

(G)        Goodbody/PL LLC

    (a)-(b)        See cover page.

    (c)             Goodbody/PL LLC has made no purchases or sales of Common Stock directly.

    (d)             Goodbody/PL LLC is the general partner of Goodbody/PL LP. Because Mr. Palmer and Mr. Lashley are the Managing Members of Goodbody/PL LLC, they have the power to direct the affairs of Goodbody/PL LLC. Therefore, Goodbody/PL LLC may be deemed to share with Messrs. Palmer and Lashley voting and dispositive power with regard to the shares of Common Stock held by Goodbody/PL LP.

(H)        Mr. John W. Palmer

    (a)-(b)        See cover page.

    (c)             Mr. Palmer made no purchases or sales of Common Stock since March 27, 2009.

(I)        Mr. Richard J. Lashley

    (a)-(b)        See cover page.

    (c)             Mr. Lashley made has made no purchases or sales since its last filing on March 27, 2009.

    Mr. Richard J. Lashley and Mrs. Beth Lashley

    (a)-(b)        See cover page.

CUSIP No. 12525D102 Page 20 of 24 Pages   

    (c)             The Lashley’s have made no purchases or sales since its last filing on March 27, 2009.

    (d)             Beth Lashley is the spouse of Richard Lashley. Therefore, Beth Lashley may be deemed to share with Richard Lashley voting and dispositive power with regard to the shares of Common Stock held jointly with Richard Lashley.

(J)        Red Rose

    (a)-(b)        See cover page.

    (c)             Red Rose made the following purchases since March 27, 2009:

	Number of
Date	Shares Purchased	Price	Total Cost
4/03/09	400	$3.55	1,449
4/06/09	1,284	$3.55	4,588
4/07/09	4,000	$3.55	14,284
4/08/09	6,202	$3.55	22,145
4/09/09	4,645	$3.55	4,645

    (d)             Dr. Irving Smokler is deemed to share voting and dispositive power with regard to the shares of Common Stock held by Red Rose.

(K)        Dr. Irving A. Smokler

    (a)-(b)        See cover page.

    (c)             Dr. Smokler has made no purchases or sales of Common Stock directly.

    (d)             Dr. Irving Smokler is deemed to share voting and dispositive power with regard to the shares of Common Stock held by Red Rose.

Item 6.         Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Company

        With respect to Financial Edge Fund, Financial Edge Strategic, Focused Fund and Red Rose: PL Capital and/or PL Capital Advisors are entitled to (1) an allocation of a portion of profits, if any, and (2) a management fee based upon a percentage of total capital. With respect to Goodbody/PL LP: Goodbody/PL LLC and/or PL Capital Advisors are entitled to (1) an allocation of a portion of profits, if any, and (2) a management fee based upon a percentage of total capital.

        Other than the foregoing agreements and the Joint Filing Agreement filed as Exhibit 1 to Amendment No. 1 to this Schedule 13D, there are no contracts, arrangements, understandings or relationships among the persons named in Item 2 hereof and between such persons and any person with respect to any securities of the Company.

CUSIP No. 12525D102 Page 21 of 24 Pages   

Item 7.         Material to be Filed as Exhibits

Exhibit No.	Description
1	Joint Filing Agreement*
2	Letter from John Palmer to Board of Directors dated March 25, 2009*
3	Letter from John Palmer to Board of Directors dated April 13, 2009
4	Press release dated April 29, 2009
5	Letter from John Palmer and Richard Lashley to Board of Directors dated May 5, 2009
6	Press release dated May 6, 2009
*Previously filed

CUSIP No. 12525D102 Page 22 of 24 Pages   

SIGNATURES

        After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date:      May 6, 2009

FINANCIAL EDGE FUND, L.P.
By:  PL CAPITAL, LLC
General Partner
By:  /s/ John Palmer	/s/ Richard Lashley
John Palmer	Richard Lashley
Managing Member	Managing Member
FINANCIAL EDGE-STRATEGIC FUND, L.P.
By:  PL CAPITAL, LLC
General Partner
By:  /s/ John Palmer	/s/ Richard Lashley
John Palmer	Richard Lashley
Managing Member	Managing Member
PL CAPITAL/FOCUSED FUND, L.P.
By:  PL CAPITAL, LLC
General Partner
By:  /s/ John Palmer	/s/ Richard Lashley
John Palmer	Richard Lashley
Managing Member	Managing Member

CUSIP No. 12525D102 Page 23 of 24 Pages   

GOODBODY/PL CAPITAL, L.P.
By:  GOODBODY/PL CAPITAL, LLC
General Partner
By:  /s/ John Palmer	/s/ Richard Lashley
John Palmer	Richard Lashley
Managing Member	Managing Member
GOODBODY/PL CAPITAL, LLC
By:  /s/ John Palmer	/s/ Richard Lashley
John Palmer	Richard Lashley
Managing Member	Managing Member

PL CAPITAL, LLC
By:  /s/ John Palmer	/s/ Richard Lashley
John Palmer	Richard Lashley
Managing Member	Managing Member
PL CAPITAL ADVISORS, LLC
By:  /s/ John Palmer	/s/ Richard Lashley
John Palmer	Richard Lashley
Managing Member	Managing Member

CUSIP No. 12525D102 Page 24 of 24 Pages   

RED ROSE TRADING ESTONIA OU

By:  /s/ Irving A. Smokler

        Irving A. Smokler

        Principal

By:	/s/ John Palmer
	John Palmer
By:	/s/ Richard Lashley
	Richard Lashley
By:	/s/ Beth Lashley
	Beth Lashley
By:	/s/ Irving A. Smokler
	Irving A. Smokler

EX-99

Exhibit 3

April 13, 2009

The Board of Directors of
CFS Bancorp, Inc.
C/O Mr. Gregory W. Blaine
Lead Independent Director
707 Ridge Road
Munster, Indiana  46321

Dear Members of the Board of Directors:

On March 25, 2009, I called Tom Prisby to discuss our letter of the same date, a copy of which is attached. That letter set forth our demand that the independent and disinterested members of the board of directors, after an appropriate investigation, cause CFS Bancorp, Inc. (the “Company”) to bring an action for breach of fiduciary duty and corporate waste against the appropriate persons to recover the losses that the Company has incurred as a result of the Company’s (a) wrongful understatement of its loan loss allowances and provisions for loan losses, and wrongful overstatement of net income, in 2005, 2006 and 2007, (b) resulting overstatement of the provision for loan losses and understated net income in 2008, and (c) approval of, and entry into, certain related person transactions identified in the letter. I am writing this letter to stress that time is of the essence and that the independent members of the board of directors should begin their investigation of the claims in the demand letter as soon as possible.   

During my discussion with Tom, he mentioned to me that the board of directors would review the issues raised in the demand letter at the April board meeting following the Company’s annual meeting. This timing concerns me because the annual meeting will not take place until the end of April and if the independent members of the board wait until the end of April to begin formally discussing our demand letter, there may not be sufficient time to complete a thorough investigation by the June 23 deadline set forth in the demand letter. Specifically, delaying the start of the process until the end of April may not allow enough time for the identification of independent and disinterested directors, the engagement of independent counsel and other experts, a thorough investigation and the adoption of remedial actions, as required by law.

You should also be aware that I have been contacted by the Office of Thrift Supervision (OTS), and that the OTS stated that they will be conducting their own investigation of our claims within the next 60 days.

I know that these are not easy matters to address and that emotions run high, but they are important matters that need to be addressed as promptly as possible. For example, Tom was extremely defensive about the related person transactions noted in our letter, and he went into detail outlining the qualifications of his relatives employed by the bank, as well as the qualifications of the related party architectural firm used by the bank. As I repeatedly expressed to Tom, our concerns are not related to his relative’s qualifications or lack thereof, but rather to the related person transactions themselves and the conflicts of interest these related person transactions present to the Company. In my view, related person transactions are generally inappropriate for a public company and should be avoided (a view shared by many corporate governance experts and banking regulators).

The independent members of the board of directors have to take complete control of the shareholder derivative claim process as soon as possible, and address it professionally and thoroughly, with the assistance of independent outside counsel and other experts. Management cannot handle this process for the board other than to respond to the board’s (and the board’s outside counsel’s and other experts’) requests for information. Given that I have also made serious claims about how the Company and the bank have recorded loan loss provisions and allowances, an outside expert in credit review and loan loss accounting is needed to properly advise the board. These tasks take time and effort, and time is of the essence.

How the board of directors handles the shareholder derivative claim process, as well as the remedial actions taken and recoveries made, will ultimately dictate whether the Company and individual members of the board will be exposed to additional legal challenges and expenses.

I, or my colleague Richard Lashley, would be glad to further discuss our concerns with each of you. We would also be pleased to meet with the independent members of the board to discuss this further. Please feel free to call me (630-848-1340) or Richard Lashley (973-360-1666) at anytime.

Yours truly yours,

John Palmer

Principal

cc: Mr. Phillip Goldberg, Foley & Lardner, LLP

EX-99

Exhibit 4

PL Capital Outraged by Actions of CFS Bancorp, Inc.

April 29, 2009 — PL Capital, LLC, the largest outside shareholder of CFS Bancorp, Inc. (Nasdaq: CITZ) (the Company), is outraged by the actions of CFS Bancorp’s board of directors and management at the 2009 Annual Meeting of Shareholders held on Tuesday, April 28. In what we believe to be a blatant attempt to avoid criticism of CFS Bancorp’s dismal financial performance, the Company’s executives presented the 2008 financial results and outlook for 2009, then abruptly ended the Annual Meeting without allowing an open forum for questions or comments from shareholders.

“CFS Bancorp lost $11.3 million in 2008. They are operating under an informal regulatory agreement with their primary banking regulator, the Office of Thrift Supervision. The stock has dropped 75% since last year and the dividend was cut 92% to $0.01 per share per quarter. Over 5.00% of its assets are nonperforming. The Company does not hold quarterly conference calls, so there is no other opportunity for shareholders to question this management team other than the Annual Meeting. This is a management team and board that should be apologizing to shareholders for the Company’s performance in 2008, not ignoring them,” noted PL Capital principal Richard Lashley.

“If I wasn’t at the Annual Meeting, I would not believe it happened. I have attended hundreds of annual meetings of banks all over the country during the past 25 years and I have never seen a bank management team that did not allow questions and comments from shareholders during an Annual Meeting,” stated John Palmer, principal of PL Capital LLC. He added, “there were numerous shareholders at the Annual Meeting, many of whom took time off from work to come to the Annual Meeting, who also wanted to ask questions, make comments or listen to the comments and questions of other shareholders.”

“My recollection of the last time a corporation attempted to blatantly disregard its shareholders this way was at the 2006 Home Depot annual meeting, when Home Depot’s management refused to allow its shareholders to speak or ask questions. The CEO and board of directors of CFS Bancorp should pay close attention to the uproar that followed and what happened to the CEO and Board of Directors of Home Depot as a result of that debacle,” noted PL Capital principal Richard Lashley.

“CFS Bancorp is a public company owned by shareholders, not a family business. CFS Bancorp’s treatment of its shareholders at the Annual Meeting was inexcusable and inappropriate, and the board of directors should take immediate action to discipline whoever was responsible for this. A public apology is owed to the shareholders of CFS Bancorp,” added John Palmer.

PL Capital, LLC and its affiliates own approximately 9.5% of CFS Bancorp and are CFS Bancorp’s largest outside shareholder.

Contact: PL Capital LLC: John Palmer at 630-848-1340 (palmersail@aol.com) or Richard Lashley at 973-360-1666 (bankfund@aol.com)

EX-99

Exhibit 5

May 5, 2009

The Board of Directors
CFS Bancorp, Inc.
707 Ridge Road
Munster, IN 46321

Dear Members of the Board of Directors:

On April 28, 2009 CFS Bancorp, Inc. (the Company) held its Annual Meeting of Shareholders (the Annual Meeting). During the Annual Meeting, Company executives presented and reviewed the 2008 results, first quarter 2009 results and outlook for 2009. Shockingly, at no time during the open forum of the Annual Meeting were shareholders allowed to ask questions or make comments (the Company ended the Annual Meeting, announced a ten minute recess, and then offered to meet individually with shareholders who were willing to “hang around”).

PL Capital believes the failure to hold an open forum for questions and answers is a violation of NASDAQ Rule 5620, which requires that NASDAQ listed companies hold an annual meeting and provide their shareholders with an opportunity to discuss the Company’s affairs with management at such annual meeting. PL Capital has filed a formal complaint with NASDAQ regarding this matter.

PL Capital also believes that the Company’s actions are a corporate governance failure and a potential breach of fiduciary duty to shareholders, and must be rectified.

Shareholders are entitled to have their questions and concerns addressed in an Annual Meeting. In fact, that is one of the primary purposes for holding an Annual Meeting, a public forum where interested shareholders can ask management questions about their company and its financial condition. It appears that the Board of Directors and management were incapable or afraid of publicly responding to shareholders and defending the Company’s dismal financial results and weak corporate governance practices. If the Board knowingly approved or allowed such behavior, then the members of the Board have breached their fiduciary duty to protect the interests of shareholders. Even if the board was unaware of management’s intentions, the Board has a duty to rectify this corporate governance failure by holding another meeting/forum for all shareholders and interested parties.

We believe the Company’s actions are:

o A violation of NASDAQ Rule 5620, which requires that NASDAQ listed companies hold an annual meeting and provide their shareholders with an opportunity to discuss the company’s affairs with management at such annual meeting;

o Contrary to the Company's long standing practice of allowing shareholder questions and comments during all prior annual meetings;

o Contrary to the practices of virtually every other publicly traded corporation in the U.S. (see what happened to Home Depot’s board and CEO after they did the same thing at their 2006 annual meeting);

o Contrary to good corporate governance practices;

o Contrary to directors' fiduciary duty to shareholders, and common courtesy;

o An affront to the shareholders who came to the Annual Meeting (many of whom took time off from work or other activities) to ask questions themselves or to listen to other shareholders ask questions;

o Inexcusable behavior that should not have been countenanced by the Board of Directors (and if management engaged in this behavior without prior Board approval, the Board should impose severe disciplinary actions on the individuals who made this decision);

o Inexcusable behavior because the Company does not hold quarterly conference calls (when else are shareholders allowed to ask questions or make comments?);

o Inexcusable behavior because the Company’s management does not generally make itself publicly available to analysts or investors (when was the last time Tom Prisby or Chuck Cole made a presentation at a banking conference for investors and analysts?);

o A tactical blunder if it was an attempt to stifle PL Capital’s resolve—we are now 110% committed to enforcing our rights and the rights of all shareholders; and

o A tactical blunder if it was an attempt to avoid public discussion of the Company’s dismal performance and poor corporate governance. The local press was in attendance and now they have an issue to write about that is potentially more damaging than any negative press that the Company would have received by forthrightly addressing the questions and concerns of its shareholders at the Annual Meeting. Additionally, the national financial press is now focused on this story as well (PL Capital principal John Palmer was interviewed by The American Banker as well as SNL Financial, specifically about the Company’s attempt to stifle shareholders’ at the Annual Meeting). We assure you that the Company will now have to publicly address its performance and corporate governance shortcomings under more intense scrutiny than if it had done it so forthrightly at the Annual Meeting.

Particularly concerning is the fact that prior to the Annual Meeting, PL Capital principal John Palmer and PL Capital’s legal counsel, Phillip Goldberg of Foley & Lardner LLP, specifically asked the Company’s legal counsel, Mr. Chulos, if Mr. Palmer and other shareholders’ questions and comments would be permitted during the Annual Meeting. Mr. Chulos misled Mr. Palmer and Mr. Goldberg to believe that Mr. Palmer and other shareholders would be permitted to ask questions and make comments. We suggest that the board contact Mr. Chulos to obtain a copy of Mr. Goldberg’s letter dated April 29 to Mr. Chulos on this subject.

Given that we and all other shareholders were denied an opportunity to ask questions and make comments, we are submitting the following questions and comments that we want addressed by the Company publicly (see attached Appendix A). The Company can address these items:

o In an investor forum that is open to all shareholders and interested parties (similar to what many public companies hold annually with analysts, potential investors and shareholders). The forum should be webcast or recorded so it meets SEC Regulation FD requirements; and

o In a written response/presentation, a copy of which the Company would make available to all shareholders and interested parties via a Form 8-K filing.

Clearly, it is the duty of the Board of Directors to work for the best interests of the Company and its shareholders, not management. As discussed above, we believe the 2009 Annual Meeting was handled inappropriately and the Company must rectify this in the near future by providing its shareholders with a public forum to address their questions and concerns. We would be pleased to meet with the members of the Board at the board’s convenience to discuss this matter.

Best regards,

John Palmer	Richard Lashley
Principal	Principal

cc:	Mr. Phillip Goldberg, Foley & Lardner
	Office of Thrift Supervision, Washington, D.C.
	Office of Thrift Supervision, Chicago, IL

APPENDIX A

      QUESTIONS/COMMENTS:

1. The Company lost $11.3 million in 2008. In its presentation at the Annual Meeting, the Company implied that the Company’s loss was no different than the results for the entire banking industry (a graphic was shown noting that the banking industry as a whole lost money). Contrary to these statements and implications, the fact is that 77% of all banks/thrifts in the U.S. made money in 2008 (source: FDIC) and the Company’s results were demonstrably worse than its peers (we suggest that the Company prepare an analysis of its comparative performance by comparing itself to the self selected peer group used to evaluate executive compensation, shown on page 17 of the Company’s proxy—if it’s the right group to evaluate the pay of the Company’s executives then it should be appropriate to use to evaluate the Company’s performance).

2. The Company’s nonperforming assets (NPAs) at 12/31/08 were over 5% of assets. The Company’s statements at the Annual Meeting implied that this was due to the economy. However, we believe the economy cannot be solely to blame when the Company’s NPAs were above 2% in 2004 and 2006 (a ratio which was way above industry averages at that time; and 2004 and 2006 were years in which the economy was still strong). Indeed, we suspect that there are long standing credit quality issues that are specific to the Company, which should be discussed. We suggest that a peer group analysis of the Company’s NPAs and other credit quality metrics be prepared using the peer group noted in Item 1 above.

3. The Company’s nonperforming assets (NPAs) at 12/31/08 are over 5% of assets. The Company’s statements at the Annual Meeting implied that this was consistent with industry peers. In fact, the Company’s NPAs are 4x the industry average (the average NPA ratio for all publicly traded banks/thrifts was 1.29% at 12/31/08—Source: SNL Financial). We suggest that a peer group analysis be prepared using the peer group noted in 1 above.

4. In late 2008 and early 2009, the Company cut the dividend twice, from $0.12 per share per quarter, to $0.04 per share per quarter, then to $0.01 per share per quarter. Why was the dividend cut when:

a. The holding company (CFS Bancorp, Inc.) has no outstanding debt or preferred stock to service.

b. The Company has approximately 10% tangible capital.

c. Many shareholders of the Company rely on the dividends for income.

d. The Company turned down capital from the TARP program because the Company had “sufficient capital.”

e. The Company claims that its Allowance for Loan Losses is adequate.

5. Were shareholders’ dividend cuts caused by CFS Bancorp, Inc. (the Holding Company) pulling $29.9 million of dividends out of Citizens Financial Bank (the Bank) in the years 2006, 2007 and 2008, when cumulative earnings were only $1.6 million in those years (thereby triggering regulatory restrictions by the OTS)? (Source: Note 19 to the 2008 Consolidated Financial Statements)

a. Did this apparent mismanagement of the Bank’s dividends to the Holding Company result in the Office of Thrift Supervision (the OTS) imposing regulatory restrictions on the Bank’s ability to pay dividends to the Holding Company (and thereby to shareholders)?

b. Who in management was responsible for recommending these excessive dividends to the Holding Company?

c. Why did the board approve these excessive dividends to the Holding Company?

d. Who is being held accountable for this?

6. In connection with the $29.9 million of dividends paid by the Bank to the Holding Company, $28.5 million of that $29.9 million was spent on stock buybacks at average prices above $14.00 per share.

a. These large stock buybacks, which depleted regulatory and GAAP capital, appear to have been the proximate cause of the OTS regulatory restriction which now prohibits stock buybacks by the Company (and left no funds available at the holding company for dividends, as noted in 5 above). This is unfortunate, because stock buybacks would be especially beneficial now that the stock is trading at a fraction of book value and at all time lows.

b. Who in management was responsible for recommending the large stock buybacks?

c. Who in management was responsible for the day to day execution of the stock buyback plan?

d. Why did the board approve the large stock buybacks?

e. Who is being held accountable for the negative impact of the large stock buybacks?

7. When does the Company project that it will be able to pay a higher dividend? What factors should shareholders monitor?

8. Why did the Company fail to file a press release (it issued a Form 8-K instead) announcing the dividend cut to $0.01 per share and the imposition of the OTS regulatory restrictions?

a. It appears that historically, all other dividend announcements were issued via a press release.

b. The OTS agreement is extremely important and should have been widely disseminated via a press release (please don’t tell us that Form 8-Ks are sufficient to satisfy Regulation FD, as we fully understand what is legally and minimally sufficient, versus what is appropriate in the circumstances and in line with protecting the interests of shareholders);

c. We fear that we see a pattern developing of a management team that is afraid to face the public and shareholders with bad news.

9. The Form 8-K filed 3/20/09 announcing the “informal agreements” with the OTS do not specify exactly when those agreements were entered into. Please clarify what dates those agreements were entered into and if they were not promptly disclosed to the public, please discuss why.

10. At 12/31/08 the Company had $15.5 million of net deferred tax assets, with no valuation allowance, due to the fact that “management believes that it is more likely than not that the deferred tax assets will be realized.” (Note 10 to the 2008 consolidated financial statements)

a. How many years of projected taxable income were used to justify this asset?

b. Was any part of the net deferred tax asset treated as a “disallowed” deferred tax asset for regulatory capital purposes at 12/31/08 or 3/31/09?

c. If management believes its projected income is sufficient to justify the deferred tax asset, why is the OTS restricting dividend payments and stock buybacks? There appears to be a disconnect between management’s view of its prospects versus that of its primary regulator.

11. Page 30 of the Company’s proxy statement shows a chart of the relative performance of the stock over the past 5 years versus various benchmarks. The chart shows that the Company’s stock has dramatically underperformed both the overall stock market (as measured by the S&P 500 index) and its selected bank peer index (the Nasdaq Bank index). Since May 2007, the stock at its worst declined 88%, and was still down 75% as of April 28, 2009. Despite this, during the past 52 weeks, only one member of the Board of Directors purchased any shares in the open market (excluding stock granted via Company plans), and that one director purchased less than 2,500 shares. Why such a weak commitment to the Company by directors at a time when confidence is low and shareholders want to see shared sacrifice and commitment from insiders?

12. During 2008 alone, the Company paid over $375,000 to Caprio-Prisby Architectural Design, a Hinsdale, IL architectural firm in which the Chairman’s son is a principal (Source: Company’s proxy page 10). The Company also employs two of the Chairman’s children (son Michael Prisby—2008 compensation and benefits=$168,488, and daughter Sandra Prisby—2008 compensation and benefits=$112,569) (Source: Company’s proxy page 10).

a. These types of related party transactions may be appropriate for a family run business, but are, we believe, inappropriate for a public company.

b. The Company’s own “Code of Conduct and Ethics” for officers and directors states:

        “It is your duty to avoid situations from which you or an immediate family member might benefit personally, directly or indirectly, or that give the perception that you or an immediate family member is benefiting personally ….”

        Please reconcile the Company’s Code of Conduct with related party transactions noted above.

13. Why did the Chairman receive a 5.6% pay increase in 2008 in light of the Company’s dismal financial results and the dramatic decline in shareholder value and dividends?

14. Several local shareholders (from the Munster, IN area) have commented to us that they are disappointed that Chairman and CEO Thomas Prisby lives in Hinsdale, IL, well outside the local community of Munster, IN and Northwest Indiana. As a local bank, why does the Board countenance that?

15. In 2008 and early 2009, the Board of Directors cut shareholders’ income (dividends) while also presiding over a dramatic destruction of shareholder value (the stock price). Yet the Board did not cut its own fees or the salaries of management. Why not?

16. The Company’s 2008 proxy (page 12 and 13) discloses the board’s process for selecting and nominating new director candidates.

On page 13 we noted the following: “We believe the board of directors works best when operated in a spirit of collegiality, mutual respect and trust. Consequently, unsolicited recommendations regarding potential director candidates may be subject to additional scrutiny and reliable references will be required for all prospective members. The corporate governance and nominating committee will take special care to insure that potential candidates do not possess undisclosed motives for seeking the nomination, conflicting loyalties to special interest groups or a desire to represent a distinct subset of our shareholders.”

Why are nominees for director by outside parties (i.e. shareholders) subject to “additional scrutiny” and “special care,” while those nominees hand-picked by the board are not? We for one want director candidates that are looking out for the Company and shareholders and are truly independent of management.

17. The 2003 and 2008 Equity Incentive Plans (but not the 1998 Plan) both contain a feature that appears to allow expired stock options to be re-granted (options typical expire unexercised because the stock price is below the option exercise price). In effect, these become perpetual options that will keep being re-granted until the stock price eventually exceeds the option exercise price. This is an abuse of the entire concept of stock options and incentive compensation because it is no longer an option at that point, it’s a certainty. If the stock price declines during the term of the option (typically ten years) then the option should expire and not be re-issued. Please explain why this feature is appropriate (we do not care that it was approved by shareholders; we are concerned about why the board and management even presented it that way to shareholders)?

18. The Company has been public for ten years and the Bank has been in business since 1934. It has in excess of one billion dollars in assets, a size large enough to achieve operating efficiencies. Yet, the Company has never once achieved an annual return on equity (ROE) above 6%. Why not? At what point do the Board of Directors and management have to take responsibility for that? Is it time for new leadership? Is it time to sell CFS Bancorp to a bank that can achieve higher performance for shareholders? If not, why not?

EX-99

Exhibit 6

PL Capital Demands that CFS Bancorp Rectify its Failure to Allow Shareholders to Speak at its Annual Meeting

NAPERVILLE, Ill., May 6, 2009/PR Newswire/ — On April 28, 2009 CFS Bancorp, Inc. (Nasdaq: CITZ) (the Company) held its Annual Meeting of Shareholders (the Annual Meeting). During the Annual Meeting, the Company’s executives presented and reviewed the 2008 results, first quarter 2009 results and outlook for 2009. A representative of PL Capital, LLC (together with its affiliates, the largest shareholder of CFS Bancorp) was present at the Annual Meeting and looking forward to asking a series of questions about the Company’s dismal financial results and perceived weak corporate governance practices.

Shockingly, at no time during the open forum of the Annual Meeting were any shareholders allowed to ask questions or make comments. Instead, the Company abruptly ended the Annual Meeting, announced a ten minute recess, and then offered to come back to meet individually with shareholders if anyone wanted to “hang around.”

PL Capital believes the failure to hold an open forum for questions and answers is a violation of NASDAQ Rule 5620, which requires that NASDAQ listed companies hold an annual meeting and provide their shareholders with an opportunity to discuss the Company’s affairs with management at such annual meeting. PL Capital has filed a formal complaint with NASDAQ regarding this matter.

PL Capital also believes that the Company’s actions are a corporate governance failure and a potential breach of fiduciary duty to shareholders, and must be rectified.

On May 5, 2009 PL Capital sent the following letter to the board of directors, demanding that CFS Bancorp rectify its failure to allow shareholders to speak or ask questions at the Annual Meeting by holding a public forum where all shareholders, analysts, investors and other interested parties can ask questions of CFS Bancorp’s management and board of directors. PL Capital’s letter also contains an appendix with examples of the questions and comments that the Company’s board of directors and management need to answer.

The following letter was sent by PL Capital to the board of directors of CFS Bancorp, Inc:

May 5, 2009

The Board of Directors
CFS Bancorp, Inc.
707 Ridge Road
Munster, IN 46321

Dear Members of the Board of Directors:

On April 28, 2009 CFS Bancorp, Inc. (the Company) held it’s Annual Meeting of Shareholders (the Annual Meeting). During the Annual Meeting, Company executives presented and reviewed the 2008 results, first quarter 2009 results and outlook for 2009. Shockingly, at no time during the open forum of the Annual Meeting were shareholders allowed to ask questions or make comments (the Company ended the Annual Meeting, announced a ten minute recess, and then offered to meet individually with shareholders who were willing to “hang around”).

PL Capital believes the failure to hold an open forum for questions and answers is a violation of NASDAQ Rule 5620, which requires that NASDAQ listed companies hold an annual meeting and provide their shareholders with an opportunity to discuss the Company’s affairs with management at such annual meeting. PL Capital has filed a formal complaint with NASDAQ regarding this matter.

PL Capital also believes that the Company’s actions are a corporate governance failure and a potential breach of fiduciary duty to shareholders, and must be rectified.

Shareholders are entitled to have their questions and concerns addressed in an Annual Meeting. In fact, that is one of the primary purposes for holding an Annual Meeting, a public forum where interested shareholders can ask management questions about their company and its financial condition. It appears that the Board of Directors and management were incapable or afraid of publicly responding to shareholders and defending the Company’s dismal financial results and weak corporate governance practices. If the Board knowingly approved or allowed such behavior, then the members of the Board have breached their fiduciary duty to protect the interests of shareholders. Even if the board was unaware of management’s intentions, the Board has a duty to rectify this corporate governance failure by holding another meeting/forum for all shareholders and interested parties.

We believe the Company’s actions are:

o A violation of NASDAQ Rule 5620, which requires that NASDAQ listed companies hold an annual meeting and provide their shareholders with an opportunity to discuss the company’s affairs with management at such annual meeting;

o Contrary to the Company's long standing practice of allowing shareholder questions and comments during all prior annual meetings;

o Contrary to the practices of virtually every other publicly traded corporation in the U.S. (see what happened to Home Depot’s board and CEO after they did the same thing at their 2006 annual meeting);

o Contrary to good corporate governance practices;

o Contrary to directors' fiduciary duty to shareholders, and common courtesy;

o An affront to the shareholders who came to the Annual Meeting (many of whom took time off from work or other activities) to ask questions themselves or to listen to other shareholders ask questions;

o Inexcusable behavior that should not have been countenanced by the Board of Directors (and if management engaged in this behavior without prior Board approval, the Board should impose severe disciplinary actions on the individuals who made this decision);

o Inexcusable behavior because the Company does not hold quarterly conference calls (when else are shareholders allowed to ask questions or make comments?);

o Inexcusable behavior because the Company’s management does not generally make itself publicly available to analysts or investors (when was the last time Tom Prisby or Chuck Cole made a presentation at a banking conference for investors and analysts?);

o A tactical blunder if it was an attempt to stifle PL Capital’s resolve—we are now 110% committed to enforcing our rights and the rights of all shareholders; and

o A tactical blunder if it was an attempt to avoid public discussion of the Company’s dismal performance and poor corporate governance. The local press was in attendance and now they have an issue to write about that is potentially more damaging than any negative press that the Company would have received by forthrightly addressing the questions and concerns of its shareholders at the Annual Meeting. Additionally, the national financial press is now focused on this story as well (PL Capital principal John Palmer was interviewed by The American Banker as well as SNL Financial, specifically about the Company’s attempt to stifle shareholders’ at the Annual Meeting). We assure you that the Company will now have to publicly address its performance and corporate governance shortcomings under more intense scrutiny than if it had done it so forthrightly at the Annual Meeting.

Particularly concerning is the fact that prior to the Annual Meeting, PL Capital principal John Palmer and PL Capital’s legal counsel, Phillip Goldberg of Foley & Lardner LLP, specifically asked the Company’s legal counsel, Mr. Chulos, if Mr. Palmer and other shareholders’ questions and comments would be permitted during the Annual Meeting. Mr. Chulos misled Mr. Palmer and Mr. Goldberg to believe that Mr. Palmer and other shareholders would be permitted to ask questions and make comments. We suggest that the board contact Mr. Chulos to obtain a copy of Mr. Goldberg’s letter dated April 29 to Mr. Chulos on this subject.

Given that we and all other shareholders were denied an opportunity to ask questions and make comments, we are submitting the following questions and comments that we want addressed by the Company publicly (see attached Appendix A). The Company can address these items:

o In an investor forum that is open to all shareholders and interested parties (similar to what many public companies hold annually with analysts, potential investors and shareholders). The forum should be webcast or recorded so it meets SEC Regulation FD requirements; and

o In a written response/presentation, a copy of which the Company would make available to all shareholders and interested parties via a Form 8-K filing.

Clearly, it is the duty of the Board of Directors to work for the best interests of the Company and its shareholders, not management. As discussed above, we believe the 2009 Annual Meeting was handled inappropriately and the Company must rectify this in the near future by providing its shareholders with a public forum to address their questions and concerns. We would be pleased to meet with the members of the Board at the board’s convenience to discuss this matter.

Best regards,

John Palmer	Richard Lashley
Principal	Principal

cc:	Mr. Phillip Goldberg, Foley & Lardner
	Office of Thrift Supervision, Washington, D.C.
	Office of Thrift Supervision, Chicago, IL

APPENDIX A

      QUESTIONS/COMMENTS:

1. The Company lost $11.3 million in 2008. In its presentation at the Annual Meeting, the Company implied that the Company’s loss was no different than the results for the entire banking industry (a graphic was shown noting that the banking industry as a whole lost money). Contrary to these statements and implications, the fact is that 77% of all banks/thrifts in the U.S. made money in 2008 (source: FDIC) and the Company’s results were demonstrably worse than its peers (we suggest that the Company prepare an analysis of its comparative performance by comparing itself to the self selected peer group used to evaluate executive compensation, shown on page 17 of the Company’s proxy—if it’s the right group to evaluate the pay of the Company’s executives then it should be appropriate to use to evaluate the Company’s performance).

2. The Company’s nonperforming assets (NPAs) at 12/31/08 were over 5% of assets. The Company’s statements at the Annual Meeting implied that this was due to the economy. However, we believe the economy cannot be solely to blame when the Company’s NPAs were above 2% in 2004 and 2006 (a ratio which was way above industry averages at that time; and 2004 and 2006 were years in which the economy was still strong). Indeed, we suspect that there are long standing credit quality issues that are specific to the Company, which should be discussed. We suggest that a peer group analysis of the Company’s NPAs and other credit quality metrics be prepared using the peer group noted in Item 1 above.

3. The Company’s nonperforming assets (NPAs) at 12/31/08 are over 5% of assets. The Company’s statements at the Annual Meeting implied that this was consistent with industry peers. In fact, the Company’s NPAs are 4x the industry average (the average NPA ratio for all publicly traded banks/thrifts was 1.29% at 12/31/08—Source: SNL Financial). We suggest that a peer group analysis be prepared using the peer group noted in 1 above.

4. In late 2008 and early 2009, the Company cut the dividend twice, from $0.12 per share per quarter, to $0.04 per share per quarter, then to $0.01 per share per quarter. Why was the dividend cut when:

a. The holding company (CFS Bancorp, Inc.) has no outstanding debt or preferred stock to service.

b. The Company has approximately 10% tangible capital.

c. Many shareholders of the Company rely on the dividends for income.

d. The Company turned down capital from the TARP program because the Company had “sufficient capital.”

e. The Company claims that its Allowance for Loan Losses is adequate.

5. Were shareholders’ dividend cuts caused by CFS Bancorp, Inc. (the Holding Company) pulling $29.9 million of dividends out of Citizens Financial Bank (the Bank) in the years 2006, 2007 and 2008, when cumulative earnings were only $1.6 million in those years (thereby triggering regulatory restrictions by the OTS)? (Source: Note 19 to the 2008 Consolidated Financial Statements)

a. Did this apparent mismanagement of the Bank’s dividends to the Holding Company result in the Office of Thrift Supervision (the OTS) imposing regulatory restrictions on the Bank’s ability to pay dividends to the Holding Company (and thereby to shareholders)?

b. Who in management was responsible for recommending these excessive dividends to the Holding Company?

c. Why did the board approve these excessive dividends to the Holding Company?

d. Who is being held accountable for this?

6. In connection with the $29.9 million of dividends paid by the Bank to the Holding Company, $28.5 million of that $29.9 million was spent on stock buybacks at average prices above $14.00 per share.

a. These large stock buybacks, which depleted regulatory and GAAP capital, appear to have been the proximate cause of the OTS regulatory restriction which now prohibits stock buybacks by the Company (and left no funds available at the holding company for dividends, as noted in 5 above). This is unfortunate, because stock buybacks would be especially beneficial now that the stock is trading at a fraction of book value and at all time lows.

b. Who in management was responsible for recommending the large stock buybacks?

c. Who in management was responsible for the day to day execution of the stock buyback plan?

d. Why did the board approve the large stock buybacks?

e. Who is being held accountable for the negative impact of the large stock buybacks?

7. When does the Company project that it will be able to pay a higher dividend? What factors should shareholders monitor?

8. Why did the Company fail to file a press release (it issued a Form 8-K instead) announcing the dividend cut to $0.01 per share and the imposition of the OTS regulatory restrictions?

a. It appears that historically, all other dividend announcements were issued via a press release.

b. The OTS agreement is extremely important and should have been widely disseminated via a press release (please don’t tell us that Form 8-Ks are sufficient to satisfy Regulation FD, as we fully understand what is legally and minimally sufficient, versus what is appropriate in the circumstances and in line with protecting the interests of shareholders);

c. We fear that we see a pattern developing of a management team that is afraid to face the public and shareholders with bad news.

9. The Form 8-K filed 3/20/09 announcing the “informal agreements” with the OTS do not specify exactly when those agreements were entered into. Please clarify what dates those agreements were entered into and if they were not promptly disclosed to the public, please discuss why.

10. At 12/31/08 the Company had $15.5 million of net deferred tax assets, with no valuation allowance, due to the fact that “management believes that it is more likely than not that the deferred tax assets will be realized.” (Note 10 to the 2008 consolidated financial statements)

a. How many years of projected taxable income were used to justify this asset?

b. Was any part of the net deferred tax asset treated as a “disallowed” deferred tax asset for regulatory capital purposes at 12/31/08 or 3/31/09?

c. If management believes its projected income is sufficient to justify the deferred tax asset, why is the OTS restricting dividend payments and stock buybacks? There appears to be a disconnect between management’s view of its prospects versus that of its primary regulator.

11. Page 30 of the Company’s proxy statement shows a chart of the relative performance of the stock over the past 5 years versus various benchmarks. The chart shows that the Company’s stock has dramatically underperformed both the overall stock market (as measured by the S&P 500 index) and its selected bank peer index (the Nasdaq Bank index). Since May 2007, the stock at its worst declined 88%, and was still down 75% as of April 28, 2009. Despite this, during the past 52 weeks, only one member of the Board of Directors purchased any shares in the open market (excluding stock granted via Company plans), and that one director purchased less than 2,500 shares. Why such a weak commitment to the Company by directors at a time when confidence is low and shareholders want to see shared sacrifice and commitment from insiders?

12. During 2008 alone, the Company paid over $375,000 to Caprio-Prisby Architectural Design, a Hinsdale, IL architectural firm in which the Chairman’s son is a principal (Source: Company’s proxy page 10). The Company also employs two of the Chairman’s children (son Michael Prisby—2008 compensation and benefits=$168,488, and daughter Sandra Prisby—2008 compensation and benefits=$112,569) (Source: Company’s proxy page 10).

a. These types of related party transactions may be appropriate for a family run business, but are, we believe, inappropriate for a public company.

b. The Company’s own “Code of Conduct and Ethics” for officers and directors states:

        “It is your duty to avoid situations from which you or an immediate family member might benefit personally, directly or indirectly, or that give the perception that you or an immediate family member is benefiting personally ….”

        Please reconcile the Company’s Code of Conduct with related party transactions noted above.

13. Why did the Chairman receive a 5.6% pay increase in 2008 in light of the Company’s dismal financial results and the dramatic decline in shareholder value and dividends?

14. Several local shareholders (from the Munster, IN area) have commented to us that they are disappointed that Chairman and CEO Thomas Prisby lives in Hinsdale, IL, well outside the local community of Munster, IN and Northwest Indiana. As a local bank, why does the Board countenance that?

15. In 2008 and early 2009, the Board of Directors cut shareholders’ income (dividends) while also presiding over a dramatic destruction of shareholder value (the stock price). Yet the Board did not cut its own fees or the salaries of management. Why not?

16. The Company’s 2008 proxy (page 12 and 13) discloses the board’s process for selecting and nominating new director candidates.

On page 13 we noted the following: “We believe the board of directors works best when operated in a spirit of collegiality, mutual respect and trust. Consequently, unsolicited recommendations regarding potential director candidates may be subject to additional scrutiny and reliable references will be required for all prospective members. The corporate governance and nominating committee will take special care to insure that potential candidates do not possess undisclosed motives for seeking the nomination, conflicting loyalties to special interest groups or a desire to represent a distinct subset of our shareholders.”

Why are nominees for director by outside parties (i.e. shareholders) subject to “additional scrutiny” and “special care,” while those nominees hand-picked by the board are not? We for one want director candidates that are looking out for the Company and shareholders and are truly independent of management.

17. The 2003 and 2008 Equity Incentive Plans (but not the 1998 Plan) both contain a feature that appears to allow expired stock options to be re-granted (options typical expire unexercised because the stock price is below the option exercise price). In effect, these become perpetual options that will keep being re-granted until the stock price eventually exceeds the option exercise price. This is an abuse of the entire concept of stock options and incentive compensation because it is no longer an option at that point, it’s a certainty. If the stock price declines during the term of the option (typically ten years) then the option should expire and not be re-issued. Please explain why this feature is appropriate (we do not care that it was approved by shareholders; we are concerned about why the board and management even presented it that way to shareholders)?

18. The Company has been public for ten years and the Bank has been in business since 1934. It has in excess of one billion dollars in assets, a size large enough to achieve operating efficiencies. Yet, the Company has never once achieved an annual return on equity (ROE) above 6%. Why not? At what point do the Board of Directors and management have to take responsibility for that? Is it time for new leadership? Is it time to sell CFS Bancorp to a bank that can achieve higher performance for shareholders? If not, why not?

**************************************************

PL Capital, LLC and its affiliates own approximately 9.5% of CFS Bancorp and are CFS Bancorp’s largest outside shareholder.

Contact: PL Capital LLC: John Palmer at 630-848-1340 (palmersail@aol.com) or Richard Lashley at 973-360-1666 (bankfund@aol.com)

Important Information

This press release is not a solicitation of a proxy from any security holder of CFS Bancorp, Inc. PL Capital, LLC and its affiliates (the “PL Capital Group”) may elect to nominate and file proxy materials to enable the PL Capital Group to solicit votes for the election of one or both of John Palmer and Richard Lashley as members of the Board of Directors of CFS Bancorp (the “PL Capital Nominees). If the PL Capital Group nominates either of these individuals to serve as directors of CFS Bancorp, the PL Capital Group will send a definitive proxy statement, WHITE proxy card and related proxy materials to shareholders of CFS Bancorp seeking their support of the PL Capital Nominees at CFS Bancorp’s 2010 Annual Meeting of Shareholders. Shareholders are urged to read the definitive proxy statement and WHITE proxy card when, and if, they become available, because they will contain important information about the PL Capital Group, the PL Capital Nominees, CFS Bancorp and related matters. Shareholders may obtain a free copy of the definitive proxy statement and WHITE proxy card (when, and if, available) and other documents filed by the PL Capital Group with the Securities and Exchange Commission (“SEC”) at the SEC’s web site at www.sec.gov. The definitive proxy statement (when, and if, available) and other related SEC documents filed by the PL Capital Group with the SEC may also be obtained free of charge from the PL Capital Group.

Participants in Solicitation

The PL Capital Group currently consists of the following persons who, if the PL Capital Group elects to nominate the PL Capital Nominees, will be participants in the solicitation from CFS Bancorp, Inc.‘s shareholders of proxies in favor of the PL Capital Nominees: PL Capital, LLC; Goodbody/PL Capital, LLC; Financial Edge Fund, L.P.; Financial Edge-Strategic Fund, L.P.; PL Capital/Focused Fund, L.P.; Goodbody/PL Capital, L.P.; PL Capital Advisors, LLC; Richard J. Lashley; Beth Lashley; John W. Palmer; Irving A. Smokler and Red Rose Trading Estonia OU. Such participants may have interests in the solicitation, including as a result of holding shares of CFS Bancorp common stock. Information regarding the participants and their interests will be contained in the definitive proxy statement (when, and if, available) filed by PL Capital Group with the SEC in connection with CFS Bancorp’s 2010 Annual Meeting of Shareholders.