**Exhibit 31.3**

 

**CERTIFICATION AS REQUIRED BY RULE 13a-14(a),**

**AS ADOPTED PURSUANT TO SECTION 302 OF THE**

**SARBANES-OXLEY ACT OF 2002**

 

I, R. Michael Wilbourn, certify that: 

 

1. I havereviewed this report on Form 10-KSB of 1st Independence Financial Group, Inc.; 

 

2. Based on my knowledge, this report does not contain any untrue statementof a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 

 

3. Based on my knowledge, the financial statements, and other financialinformation included in this report, fairly present in all material respect the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 

 

4. The small business issuer’s other certifying officer and I areresponsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the small business issuer and have: 

 

(a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures tobe designed under our supervision, to ensure that material information relating to the small business issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which thisreport is being prepared; 

 

(b) [omitted inaccordance with SEC Release Nos. 33-8238 and 34-47986]; 

 

(c) evaluated the effectiveness of the small business issuer’s disclosure controls and procedures and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls andprocedures, as of the end of the period covered by this report based on such evaluation; and****

 

(d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during theregistrant’s most recent fiscal quarter (the small business issuer’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal controlover financial reporting; and ****

 

5. The small businessissuer’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control, to the small business issuer’s auditors and the audit committee of the small business issuer’s board of directors (orpersons performing the equivalent functions): 

 

(a) all significant deficiencies and material weaknesses in the design or operation of internal control which are reasonably likely to adversely affect the small business issuer’s ability to record, process summarize and reportfinancial information; and 

 

(b) any fraud, whether or not material, that involves management or other employees whohave a significant role in the small business issuer’s internal controls over financial reporting. 

 

Date: December 29, 2004

/s/ R. Michael Wilbourn

R. Michael Wilbourn

Executive Vice President and Chief Financial Officer

(Chief Financial and Accounting Officer)