EXHIBIT 31.2
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  Certification of Principal Executive Officer and Principal Financial Officer
               CERTIFICATION FOR QUARTERLY REPORT ON FORM 10-QSB


I, Lisah M. Frazier, certify that:

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

     Based on my knowledge, this report does not contain any untrue statements
     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;

     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;

     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 we
     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 report is being prepared;

     b)   Evaluated the effectiveness of the small business issuer'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; 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 fiscal quarter in
          the case of an annual report) that has materially affected, or is
          reasonable likely to materially affect, the registrant's internal
          control over financial reporting; and

2)   The small business issuer'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 the
     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 small business issuer's
          ability to record, process, summarize and report financial
          information; and

     b)   Any fraud, whether material or not material, that involves management
          or other employees who have a significant role in the registrant's
          internal controls over financial reporting.



/s/ Lisah M. Frazier
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Lisah M. Frazier
Chief Operating and Chief Financial Officer



Date: August 13, 2004