Filed by Sterling Bancshares, Inc.
                           Pursuant to Rule 425 under the Securities Act of 1933

                                     Subject Company: Community Bancshares, Inc.
                                                   Commission File No. 000-20750

                                                          Date: October 31, 2001



Sterling Bancshares, Inc. has previously filed with the Securities and Exchange
Commission a registration statement on Form S-4 to register shares of Sterling
Bancshares' common stock to be issued in one or more transactions involving the
acquisitions of other businesses, properties or securities. In connection with
the proposed transaction among Sterling Bancshares, Sterling Bancorporation,
Inc. and Community Bancshares, Inc., the shares of common stock to be issued by
Sterling Bancshares to the shareholders of Community Bancshares have been
registered under the registration statement on Form S-4 previously filed with
the Securities and Exchange Commission. Investors and security holders are
advised to read the registration statement and prospectus included within the
registration statement, together with the prospectus supplement filed by
Sterling Bancshares because they contain important information about Sterling
Bancshares. Investors and security holders may obtain free copies of these
documents through the website maintained by the SEC at http://www.sec.gov. Free
copies of the prospectus and prospectus supplement may also be obtained by
directing a request through the investor relations portion of Sterling
Bancshares' website at http://banksterling.com or by mail to Sterling
Bancshares, Inc., 2550 North Loop West, Suite 600, Houston, Texas 77092, Attn:
Investor Relations. Sterling's telephone number is (713) 466-8300.

Certain of the statements contained herein that are not historical facts are
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995 that involve risks and uncertainties, including,
but not limited to, the following: general business and economic conditions in
the markets Sterling Bancshares serves may be less favorable than anticipated
which could decrease the demand for loan, deposit and other financial services
and increase loan delinquencies and defaults; changes in market rates and prices
may adversely impact the value of securities, loans, deposits and other
financial instruments; Sterling Bancshares' liquidity requirements could be
adversely affected by changes in its assets and liabilities; legislative or
regulatory developments including changes in laws concerning taxes, banking,
securities, insurance and other aspects of the financial securities industry;
competitive factors may increase, including product and pricing pressures among
financial services organizations; and changes in fiscal and governmental
policies of the United States federal government could have an adverse effect on
Sterling Bancshares' business. Please also read the additional risks and factors
described from time to time in Sterling Bancshares' reports filed with the
Securities and Exchange Commission, including Sterling Bancshares' Annual Report
on Form 10-K for the fiscal year ended December 31, 2000.

The following is a press release issued on October 31, 2001, by Sterling
Bancshares concerning the appointment, effective January 1, 2002, of J. Downey
Bridgwater, as Chief Executive Officer and President, and the continued
appointment of George Martinez, as Chairman, of Sterling Bancshares and Sterling
Bank, and the execution of employment agreements in connection therewith.





                                  NEWS RELEASE


For More Information Contact:          For Immediate Release  - October 31, 2001
Eugene Putnam, Chief
 Financial Officer
713-507-7292


              J. DOWNEY BRIDGWATER NAMED CEO OF STERLING BANCSHARES
                *George Martinez to remain Chairman through 2006

HOUSTON, TEXAS -- Sterling Bancshares, Inc. (Nasdaq: SBIB), the Houston-based
bank holding company , today announced that the Company's Board of Directors has
named J. Downey Bridgwater, 43, currently President, to the additional role of
Chief Executive Officer, effective January 1, 2002. Mr. Bridgwater will succeed
George Martinez in that role.

Mr. Martinez, 59, who was one of the founders of the Company in 1974, remains as
Chairman. Mr. Martinez assumed the role of Chief Executive Officer in 1980 and
led Sterling through its initial public offering in 1992. During Mr. Martinez's
tenure Sterling's assets have increased to $2.5 billion while its market
capitalization has grown to over $500 million.

Mr. Bridgwater has served as President of Sterling Bank and Sterling Bancshares,
Inc. and as a member of the Board of Directors of both entities since 1997. Mr.
Bridgwater joined Sterling in 1996 as CEO of the bank's Memorial Office. Prior
to joining Sterling, Mr. Bridgwater had over 15 years of banking experience with
Charter Bank, Houston, Texas and First Interstate Bank of Texas.

"Being part of the growth and development of Sterling Bancshares as a successful
company has been very exciting and enjoyable," commented Mr. Martinez. "I have
worked closely with Downey to establish a solid foundation for Sterling and I
look forward to working with him in this new role. Downey has the complete
confidence of the Board of Directors and I am confident that he is a leader who
can take the Company to higher levels, building on Sterling's success in Houston
and developing the opportunities in our newer markets of San Antonio and
Dallas."

"Sterling has a tremendous opportunity to gain additional market share by
continuing to execute our long term strategy, BUILDING STERLING." Bridgwater
said. "With our current leadership team in place, combined with our focus on
providing personal service to owner-operated businesses, we look forward to
serving the growing needs of our customers."

Mr. Bridgwater currently serves as President of the Board of Governors of the
Houston Forum, and as a director of Harris County Housing Finance Corporation,
the Boy Scouts




of America-Sam Houston Area Council, and Kid-Care, Inc. Mr. Bridgwater also
serves as the immediate past Chair of the University of Houston Alumni
Organization.

Both Mr. Martinez and Mr. Bridgwater have signed five-year contracts in
conjunction with their new roles.

Sterling Bancshares, Inc. is a Houston-based bank holding company that operates
36 community-banking offices in the greater metro areas of Dallas, Houston, San
Antonio, and South Texas. Sterling also provides mortgage-banking services
through its 80 percent-owned subsidiary, Sterling Capital Mortgage Company.
Sterling's common stock is traded through the Nasdaq National Market System
under the symbol SBIB. For more information on Sterling Bancshares, please visit
the Company's web site at www.banksterling.com.

Except for historical information contained herein, this press release contains
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995 that involve risks and uncertainties, including,
but not limited to, the following: general business and economic conditions in
the markets the Company serves may be less favorable than anticipated which
could decrease the demand for loan, deposit and other financial services and
increase loan delinquencies and defaults; changes in market rates and prices may
adversely impact the value of securities, loans, deposits and other financial
instruments; the Company's liquidity requirements could be adversely affected by
changes in its assets and liabilities; legislative or regulatory developments
including changes in laws concerning taxes, banking, securities, insurance and
other aspects of the financial securities industry; competitive factors may
increase, including product and pricing pressures among financial services
organizations; and changes in fiscal and governmental policies of the United
States federal government could have an adverse effect on the Company's
business. Please also read the additional risks and factors described from time
to time in the Company's reports filed with the Securities and Exchange
Commission, including the Company's Annual Report on Form 10-K for the fiscal
year ended December 31, 2000.