Exhibit 31(b)
I, G. Thomas Frankland, certify that:

         1.    I have reviewed this quarterly report on Form 10-Q of CNB Florida
               Bancshares, Inc.

         2.    Based on my  knowledge,  this  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 report;

         3.    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;

         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))  and internal  control over  financial  reporting  (as
               defined in Exchange Act Rules  13a-15(f) and  15d-15(f))  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 subsidiary,  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  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; 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 reasonably likely to materially
                  affect,  the  registrant's  internal  control  over  financial
                  reporting; and

         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   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 controls over financial reporting.

Date:  November 12, 2003
                                                    /s/ G. Thomas Frankland
                                                    -----------------------
                                                    G. Thomas Frankland
                                                    Executive Vice President and
                                                    Chief Financial Officer