**Exhibit31.2**

 

**Section 302Certification of Chief Financial Officer**

 

I Robyn B. Mabe, Chief Financial Officer certify that:

 

1.     Ihave reviewed this report on Form 10-Q of Western Sizzlin Corporation;

 

2.     Basedon my knowledge, this report does not contain any untrue statement of amaterial fact or omit to state a material fact necessary to make the statementsmade, in light of the circumstances under which such statements were made, notmisleading with respect to the period covered by this report;

 

3.     Basedon my knowledge, the financial statements, and other financial informationincluded in this report, fairly present in all material respects the financialcondition, results of operations and cash flows of the registrant as of, andfor, the periods presented in this report;

 

4.     Theregistrant’s other certifying office and I are responsible for establishing andmaintaining disclosure controls and procedures (as defined in Exchange ActRules 13a-15 (e) and 15d-15 (e)) for the registrant and we have:

 

a)              designed suchdisclosure controls and procedures or caused such disclosure controls andprocedures to be designed under my supervision, to ensure that materialinformation relating to the registrant, including its consolidatedsubsidiaries, is made known to me by others within those entities, particularlyduring the period in which this report is being prepared;

 

b)             evaluated theeffectiveness of the registrant’s disclosure controls and procedures andpresented in this report our conclusions about the effectiveness of thedisclosure controls and procedures as of the end of the period covered by thisreport based on such evaluations; and

 

c)              disclosed in thisreport any change in the registrant’s internal control over financial reportingthat occurred during the registrant’s most recent fiscal quarter (theregistrant’s fourth fiscal quarter in the case of an annual report) that hasmaterially affected, or is reasonably likely to materially affect, theregistrant’s internal control over financial reporting; and

 

5.     Theregistrant’s other certifying and I have disclosed, based on our most recentevaluation of internal control over financial reporting, to the registrant’sauditors and the audit committee of registrant’s board of directors (or personsperforming the equivalent functions):

 

a)              all significantdeficiencies and material weaknesses in the design or operation of internalcontrol over financial reporting which are reasonably likely to adverselyaffect the registrant’s ability to record, process, summarize and reportfinancial information; and

 

b)             any fraud, whether ornot material, that involves management or other employees who have asignificant role in the registrant’s internal control over financial reporting.

 

 
| Date:   November 15, 2004 |                                        |
|-------------------------------------|---------------------------------------------|
|                                |                                        |
|                                |                                        |
|                                | /s/ Robyn B. Mabe                           |   |
|                                | Robyn B.  Mabe                              |
|                                | Vice  President and Chief Financial Officer |

 

----