CERTIFICATIONS - EXHIBIT 31.2
                          -----------------------------


I,  A.  R.  Roberts,  certify  that:

     1.   I  have reviewed this quarterly report on Form 10-QSB Cherokee Banking
          Company;

     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  small  business  issuer  as  of,  and for, the periods
          presented  in  this  report;

     4.   The  small  business  issuer'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  small  business  issuer  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 small business issuer, 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  small  business
                    issuer'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 small
                    business  issuer's internal control over financial reporting
                    that occurred during the small business issuer'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
                    small  business  issuer's  internal  control  over financial
                    reporting;  and

     5.   The  small  business  issuer's  other  certifying  officer  and I have
          disclosed,  based  on  our  most recent evaluation of internal control
          over  financial reporting, to the small business issuer's auditors and
          the  audit committee of the small business issuer'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 small business issuer'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 small business
          issuer's  internal  control  over  financial  reporting.


May  12,  2005



/s/ A. R. Roberts
-----------------
Chief Financial Officer