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): 0511/0626/2010

CNB BANCORP INC.

(Exact name of registrant as specified in its charter)

Commission File Number: 000-50729

Virginia		54-2059214
(State or other jurisdiction of		(IRS Employer
incorporation)		Identification No.)

11407 Windsor Blvd.

Windsor, VA 23487

(Address of principal executive offices, including zip code)

(757) 242-4422

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

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 51.0702. ~~Submission~~Termination of ~~Matters to~~ a ~~Vote~~Material ofDefinitive ~~Security Holders~~Agreement

~~CNB~~Effective ~~Bancorp~~November 26, ~~Inc~~2010, Jerry R. ~~(the~~Bryant, ~~Company)~~Executive ~~held~~Vice ~~its~~President ~~Annual~~and ~~Meeting~~Senior ofLoan ~~Shareholders~~Officer, onand ~~May~~CNB 6Bancorp, ~~2010~~Inc. ~~(the~~and ~~Annual~~Citizens ~~Meeting). At~~National ~~the~~Bank, ~~Annual~~its ~~Meeting~~wholly owned subsidiary, ~~the~~mutually ~~shareholders~~agreed ofto ~~the~~terminate ~~Company~~Mr. ~~elected~~Bryant's ~~four~~employment ~~directors~~agreement toafter ~~serve~~almost aeight ~~three~~years ~~year~~of ~~term~~service, ~~expiring~~which inagreement ~~2013. The~~was ~~voting~~terminable ~~results~~by ~~are~~either asparty ~~follows:~~upon thirty days notice.

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

~~Name Votes~~ Jerry ~~For Votes~~R. ~~Against Broker~~Bryant ~~Non-votes~~retired from his position as Executive Vice President and Senior Loan Officer with CNB Bancorp, Inc. and its wholly owned subsidiary, Citizens National Bank, effective November 26, 2010. We would like to thank Mr. Bryant for his valuable contributions over the years and his ongoing support. On January 3, 2011, Marcia C. Patterson, an organizing director of CNB Bancorp, Inc. and its fully owned subsidiary, Citizens National Bank, unexpectedly passed away. We would like to thank Mrs. Patterson for her valuable contributions and support during her years of service.

Judy D. Brown 756,436 56,812 -

Oliver D. Creekmore 764,483 48,765 -

Harold F. Demsko 800,273 12,975 -

In addition, the following directors continue in office until the annual meeting of shareholders in the year indicated:

Name Year

Allen E. Brown 2011

Brenton D. Burgess 2011

Anna M. Nash 2011

Marcia C. Patterson 2011

Gerald D. Schiemberg 2011

Susan W. O'Connell 2011

Lester A. Younkins 2011

Dorothy L. Dalton 2012

Tommy J. Duncan 2012

Jeffrey H. Noblin 2012

Michael G. Smith 2012

Robert E. Spencer, Jr. 2012

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.

		CNB BANCORP INC.
Date: May 12, 2010	By:	/s/ Elizabeth Beale
Date: January 12, 2011	By:	/s/ Elizabeth T. Beale
		Elizabeth Beale
		Elizabeth T. Beale
		EVP & CFO
		Executive Vice President & Chief Financial Officer
		CNB BANCORP INC.
Date: May 12, 2010	By:	/s/ Elizabeth Beale
		Elizabeth Beale
		EVP & CFO

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