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                                                                    EXHIBIT 31.2

           RULE 13a-14(a) CERTIFICATION OF THE CHIEF FINANCIAL OFFICER

I, J. Dave DeVenny, Senior Vice President and Chief Financial Officer, certify
that:

1.    I have reviewed this quarterly report on Form 10-QSB of Georgia Trust
      Bancshares, 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 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 fourth fiscal quarter 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 officers 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 controls 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.

Date: May 13, 2005

                                              /s/ J. Dave DeVenny
                                ------------------------------------------------
                                J.Dave DeVenny, Senior Vice President and C.F.O.
                                  (Principal Financial and Accounting Officer)