The security of the Cipher-State (CS) mode was proposed to NIST as an authenticated encryption (AE) scheme in 2004. The usual SPRP blockcipher security for AE schemes may not guarantee its security. By constructing a special SPRP, one can easily make a key-recovery attack with a single block query. The distinguishing attacks and the forgery attacks can also be made with simpler SPRP constructions. The security flaw relies in the method for generating initial whitening values. To fix this shortcoming, we propose a modified version CS* which incorporates a new method for generating initial whitening values, while keeping the main structure of CS unchanged. As we show, CS* is secure when its underlying blockcipher is an SPRP and halves of which are unpredictable.