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                                  EXHIBIT 31.1

                    CERTIFICATION OF CHIEF EXECUTIVE OFFICER

I, James C. Conboy, Jr. President and Chief Executive Officer of CNB Corporation
(the "registrant") certify that:

      1.) I have reviewed this annual report on Form 10-K of the registrant;

      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 annual report;

      3.) Based on my knowledge, the financial statements, and other financial
      information included in this 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 annual
      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) 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 annual report is being prepared;

            b.) evaluated the effectiveness of the registrant's disclosure
            controls and procedures 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 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.

      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 the
      board of directors (or persons fulfilling 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 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.

Date: March 23, 2006
                                      /s/ James C. Conboy, Jr.
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                                      James C. Conboy, Jr.
                                      President and Chief Executive Officer