Exhibit 31.2


                           SECTION 302 CERTIFICATIONS


I, James T. Riffe,  certify  that:

1.   I have reviewed  this annual  report on Form 10-K of Highlands  Bankshares,
Inc.

2.   Based on my  knowledge,  this  annual  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 annual
report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
information  included  in this annual  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 annual report;

4.   The registrant's  other  certifying  officers  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  annual  report is
     being prepared;

     (b)  evaluated the  effectiveness of the registrant's  disclosure  controls
     and  procedures and presented in this annual 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  annual  report  any  change  in the  registrant's
     internal  control  over  financial   reporting  that  occurred  during  the
     registrant's most recent fiscal quarter that has materially affected, or is
     reasonably likely to materially affect,  the registrant's  internal control
     over financial reporting; and

5.   The registrant's other certifying  officers 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.


Date: March 26, 2004       /s/ James T. Riffe
                           -----------------------------------------------------
                           James T. Riffe
                           Executive Vice President and Chief Operations Officer