Exhibit 31.2

CERTIFICATION

I, Charles T. DeBilio, certify that:

1. I have reviewed this amendments to the annual report on Form 10-KSB of Partners Financial Corporation.

2. Based on my knowledge, this amendments to the 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 amendments to the annual report;

3. Based on my knowledge, the financial statements, and other financial information included in this amendments to the annual 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 amendments to the annual report;

4. The registrant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 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 registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this amendments to the annual report is being prepared;

b) evaluated the effectiveness of the registrants disclosure controls and procedures; and presented in this amendments to the annual
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 registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter (the registrants fourth quarter in
case of an annual report) that has materially affected, or is reasonably likely to affect, the registrants internal control over financial reporting; and

5. The registrants other certifying officers 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 function):

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; and

b) 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.



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|Date: March 7, 2006                              
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|/s/ Charles T. DeBilio                           
|Charles T. DeBilio                               
|Senior Vice President and Chief Financial Officer