**Exhibit 31.2**

 

I, Vincent G. Easi,certify that:

 

1.                                       I have reviewed this annual report on Form 10-Kof First Ottawa Bancshares, Inc.;

 

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 this report, fairlypresent in all material respects the financial condition, results of operationsand cash flows of the registrant as of, and for, the periods presented in thisreport;

 

4.                                        The Company’s other certifying officerand I are responsible for establishing and maintaining disclosure controls andprocedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e))and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and15d-15(f)) for the registrant and have:

 

a)                                         Designed such disclosure controls andprocedures, or caused such disclosure controls and procedures to be designedunder our supervision, to ensure that material information relating to theregistrant, including its consolidated subsidiaries, is made known to us byothers within those entities, particularly during the period in which thisreport is being prepared;

 

b)                                     Designed suchinternal control over financial reporting, or caused such internal control overfinancial reporting to be designed under our supervision, to provide reasonableassurance regarding the reliability of financial reporting and the preparationof financial statements for external purposes in accordance with generallyaccepted accounting principles;

 

c)                                      Evaluated the effectiveness of theCompany’s disclosure controls and procedures and presented in this report ourconclusions about the effectiveness of the disclosure controls and proceduresas of the end of the period covered by this report based on such evaluation;and

 

d)                                        Disclosed in this report any change inthe Company’s internal control over financial reporting that occurred duringthe Company’s most recent fiscal quarter that has materially affected, or isreasonably likely to materially affect, the Company’s internal control overfinancial reporting, and;

 

5.                                        The Company’s other certifying officerand I have disclosed, based on our most recent evaluation of internal controlover financial reporting, to the Company’s auditors and the audit committee ofCompany’s board of directors (or persons performing the equivalent functions):

 

a)                                      All significant deficiencies and materialweaknesses in the design or operation of internal controls over financialreporting which are reasonably likely to adversely affect the Company’s abilityto record, process, summarize, and report financial information; and

 

b)                                    Any fraud, whether or not material, thatinvolves management or other employees who have a significant role in theCompany’s internal control over financial reporting.

 
| Date:   March 25,  2008 | /s/ Vincent G. Easi      |
|----------------------------------------|--------------------------|
|                                   | Vincent  G. Easi         |
|                                   | Chief  Financial Officer |

 

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