<PAGE>
                                                                 Exhibit 31.2

                            CERTIFICATIONS

In connection with the Quarterly Report of LCNB Corp. on Form 10-Q for the
period ending March 31, 2004, as filed with the Securities and Exchange
Commission on the date hereof (the "Report"), I, Steve P. Foster, Executive
Vice President and Chief Financial Officer of LCNB Corp., certify, that:

     (1)  I have reviewed this quarterly report on Form 10-Q of LCNB Corp.;

     (2)  Based on my knowledge, this report does not contain any
          untrue statement of 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
          financial information included in this report, fairly present in
          all material respects the financial condition, results of
          operations, and cash flows of the registrant as of, and for, the
          periods presented in this report;

     (4)  The registrant's other certifying officer and I are responsible for
          establishing and maintaining disclosure controls and procedures (as
          defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the
          registrant and have:

           a.  Designed such disclosure controls and procedures, or caused
               such disclosure controls and procedures to be designed under
               our supervision, to ensure that material information relating
               to the registrant, including its consolidated subsidiaries, is
               made known to us by others within those entities, particularly
               during the period in which this report is being prepared;

           b.  Evaluated the effectiveness of the registrant's disclosure
               controls and procedures and presented in this report our
               conclusions about the effectiveness of the disclosure controls
               and procedures, as of the end of the period covered by this
               report based on such evaluation; and

           c.  Disclosed in this report any change in the registrant's
               internal control over financial reporting that occurred during
               the registrant's most recent fiscal quarter (the registrant'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 control over financial
               reporting.

     (5)  The registrant's other certifying officer and I have disclosed,
          based on our most recent evaluation of internal control over
          financial reporting, to the registrant's auditors and the
          audit committee of the registrant's board of directors (or persons
          performing the equivalent functions):


           a.  All significant deficiencies and material weaknesses in the
               design or operation of internal control over financial
               reporting which are reasonably likely to adversely affect the
               registrant's ability to record, process, summarize, and report
               financial information; and

           b.  Any fraud, whether or not material, that involves management
               or other employees who have a significant role in the
               registrant's internal control over financial reporting.



/s/ Steve P. Foster
----------------------------
Steve P. Foster
Executive Vice President and
Chief Financial Officer
May 10, 2004