**EXHIBIT 31.2**

 

**PURSUANTTO RULES 13a-14 AND 15d-14 OF THE SECURITIES EXCHANGE ACTOF 1934 AND SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002CERTIFICATION OF CHIEF FINANCIAL OFFICER**

 

I, Sherri R.Billings, certify that:

 

1.               I have reviewedthis quarterly report on Form 10-Q of First Federal Bancshares of Arkansas, Inc.(the “Registrant”);

 

2.               Based on myknowledge, this report does not contain any untrue statement of a material factor omit to state a material fact necessary to make the statements made, in lightof the circumstances under which  suchstatements were made, not misleading with respect to the period covered by thisreport;

 

3.               Based on myknowledge, the financial statements, and other financial information includedin this report, fairly present in all material respects the financialcondition, results of operations and cash flows of the Registrant as of, andfor, the periods presented in this report;

 

4.               The Registrant’sother certifying officers and I are responsible for establishing and maintainingdisclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and15d-15(e)) and internal control over financial reporting (as defined inExchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant andhave:

 

a)              designed such disclosurecontrols and procedures, or caused such disclosure controls and procedures tobe designed under our supervision, to ensure that material information relatingto the Registrant, including its consolidated subsidiaries, is made known to usby others within those entities, particularly during the period in which thisannual report 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 theeffectiveness of the Registrant’s disclosure controls and procedures andpresented in this report our conclusions about the effectiveness of thedisclosure controls and procedures, as of the end of the period covered by thisannual report based on such evaluation;

 

d)             disclosed in this reportany change in the Registrant’s internal control over financial reporting thatoccurred during the Registrant’s fiscal quarter that has materially affected,or is reasonably likely to materially affect, the Registrant’s internal controlover financial reporting; and

 

5.               The Registrant’sother certifying officers and I have disclosed, based on our most recentevaluation of internal control over financial reporting, to the Registrant’sauditors and the audit committee of Registrant’s board of directors (or personsperforming the equivalent functions):

 

a)              all significantdeficiencies and material weaknesses in the design or operation of internalcontrol  over financial reporting whichare reasonably likely to adversely affect the Registrant’s ability to record,process, summarize and report financial information; and

 

b)             any fraud, whether ornot material, that involves management or other employees who have  a significant role in the Registrant’sinternal control over financial reporting.

 
| Date: April 27, 2005 | /s/ Sherri R. Billings  |   |
|---------------------------|-------------------------|--------|
|                      | Sherri R. Billings      |
|                      | Chief Financial Officer |

 

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