**Exhibit 31.2**

 

Form of Certification for Quarterly Reports on Form 10-QSB

 

I, Dennis B. Guthrie, certifythat:

 

1.               I have reviewed this quarterly report onForm 10-QSB of Illini Corporation;

 

2.               Based on my knowledge, this report doesnot contain any untrue statement of a material fact or omit to state a materialfact necessary to make the statements made, in light of the circumstances underwhich such statements were made, not misleading with respect to the periodcovered by this report;

 

3.               Based on my knowledge, the financialstatements, and other financial information included in the report, fairlypresent in all material respects the financial condition, results of operationsand cash flows of the small business issuer as of, and for, the periods presentedin this report;

 

4.               The small business issuer’s othercertifying officer and I are responsible for establishing and maintainingdisclosure controls and procedures (as defined in Exchange Act Rules 13a-15 (e)and 15d-15 (e)) for the small business issuer and we have:

 

(a)   Designed such disclosurecontrols and procedures, or caused such disclosure controls and procedures tobe designed under our supervision, to ensure that material information relatingto the small business issuer, including its consolidated subsidiaries, is madeknown to us by others within those entities, particularly during the period inwhich this report is being prepared;

 

(b)   Evaluated the effectivenessof the small business issuer’s disclosure controls and procedures and presentedin this report our conclusions about the effectiveness of the disclosurecontrols and procedures, as of the end of the period covered by this reportbased on such evaluation; and

 

(c)   Disclosed in this report anychange in the small business issuer’s internal control over financial reportingthat occurred during the small business issuer’s most recent fiscal quarter(the small business issuer’s fourth fiscal quarter in the case of an annualreport) that has materially affected, or is reasonably likely to materiallyaffect, the small business issuer’s internal control over financial reporting;and

 

5.               The small business issuer’s othercertifying officer(s) and I have disclosed, based on our most recent evaluationof internal control over financial reporting, to the small business issuer’sauditors and the audit committee of the small business issuer’s board ofdirectors (or persons performing the equivalent functions):

 

(a)   All significant deficiencies and materialweaknesses in the design or operation of internal control over financialreporting which are reasonably likely to adversely affect the small businessissuer’s ability to record, process, summarize and report financialinformation; and

 

(b)   Any fraud, whether or notmaterial, that involves management or other employees who have a significantrole in the small business issuer’s internal control over financial reporting.

 

 
| Date: August  11, 2005 | /s/ Dennis  B. Guthrie   |   |
|------------------------|--------------------------|--------|
|                   | Dennis B.  Guthrie       |
|                   | Chief  Financial Officer |

 

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