EXHIBIT 31.2
 CERTIFICATION
  1)
    
    I have reviewed this annual report on Form 10-K of Heritage Financial Group;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)) and internal control over financial reporting (as
defined in Exchange Act Rules 13(a)-15f and 15d-15(f)) 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 small business
issuer, including its consolidated
subsidiaries, is made know to us by
others within those entities,
particularly during the period in
which this report is being prepared;b)
    
    Designed such internal control over
financial reporting, or caused such
internal control over financial
reporting to be designed under our
supervision, to provide reasonable
assurance regarding the reliability
of financial reporting and
preparation of financial statements
for external purposes in accordance
with generally accepted accounting
principles;c)
    
    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; andd)
    
    Disclosed in this report any change
in the registrants internal control
over financial reporting that
occurred during the filers fourth
fiscal quarter that has materially
affected, or is reasonably likely to
materially affect, the filers
internal control over financial
reporting; and
 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 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; andb)
    
    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:      April 9, 2010
    By:
    /s/ T. Heath FountainT. Heath FountainSenior Vice President and
Chief Financial Officer
(Principal Financial and Accounting Officer)