**Certification**


**Exhibit
31.2**





I, Nita
Elliott, chief financial officer, certify that:





1.
    I
      have reviewed this quarterly report on Form 10-QSB of Seasons Bancshares,
      Inc.;





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





3.
    Based
      on my knowledge, the financial statements, and other financial information
      included in this quarterly report, fairly present in all material respects
      the financial condition, results of operations and cash flows of the
      Company as of, and for, the periods presented in this quarterly
      report;





4.
    The
      Company’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) for the Company and
  have:





(a)
    designed
      such disclosure controls and procedures, or caused such disclosure
      procedures to be designed under our supervision, to ensure that material
      information relating to the Company, including its consolidated
      subsidiaries, is made known to us by others within those entities,
      particularly during the period in which this periodic report is being
      prepared;





(b)
    evaluated
      the effectiveness of the Company’s internal disclosures 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 Company’s internal control over financial
      reporting that occurred during the Company’s most recent fiscal quarter
      (the Company’s fourth fiscal quarter in the case of an annual report) that
      has materially affected, or is reasonably likely to materially affect, the
      Company’s internal control over financial
reporting.





5.
    The
      Company’s other certifying officer and I have disclosed, based on our most
      recent evaluation of internal control over financial reporting, to the
      Company’s auditors and the audit committee of the Company’s board of
      directors:





(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 Company’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 Company’s internal control
      over financial reporting.








Date: May
13, 2005






/s/
Nita Elliott


Nita
Elliott, Chief Financial Officer


(Principal
Financial and Accounting Officer)








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