Exhibit 31.2
CERTIFICATION PURSUANT TO
18 U.S.C. 1350,
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report on Form 10-K of First Citizens Bancshares, Inc. (the "Company") for the
yearr ended December 31, 2003, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), each of the undersigned Chief Executive Officer and Chief Financial Officer of the Company, certifies to the best knowledge and belief of the signatory, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section
302 of the Sarbanes-Oxley Act of 2002 that:

I, Jeffrey Dean Agee, Chief Financial Officer of First Citizens Bancshares, Inc. certify that:

1. I have reviewed this annual report on Form 10-K of First Citizens
  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 represent in all material respects the financial
  condition, results of operations and cash flows of Bancshares as of, and for,
  the periods presented in this report;
4. Bancshares other certifying
  officers and I are responsible for establishing and maintaining disclosure
  controls and procedures as defined in Exchange Act Rules 13a and 15d-114 for
  First Citizens Bancshares and we have:designed such disclosure
      controls and procedures to ensure that material information relating to
      Bancshares 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;
    evaluated the effectiveness of
      Bancshares disclosure controls and procedures as of a date within 90 days
      prior to the filing date of this report (Evaluation date of December 31,
      2003); and
    presented in this
      report our conclusions about the effectiveness of the disclosure controls
      and procedures based on our evaluation as of the evaluation date (December
      31,
      2003);
5. designed such disclosure
      controls and procedures to ensure that material information relating to
      Bancshares 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;
6. evaluated the effectiveness of
      Bancshares disclosure controls and procedures as of a date within 90 days
      prior to the filing date of this report (Evaluation date of December 31,
      2003); and
7. presented in this
      report our conclusions about the effectiveness of the disclosure controls
      and procedures based on our evaluation as of the evaluation date (December
      31,
      2003);
8. Bancshares other certifying officer
  and I have disclosed, based on our most recent evaluation, to Bancshares
  auditors and the Audit Committee of Bancshares Board of Directors:all significant deficiencies in
      the design or operation of internal controls which could adversely affect
      Bancshares ability to record, process, summarize and report financial data
      and have identified for the Bancshares auditors any material weaknesses in
      internal controls; and
    any fraud, whether or not
      material, that involves management or other employees who have a
      significant role in Bancshares internal controls; and
9. all significant deficiencies in
      the design or operation of internal controls which could adversely affect
      Bancshares ability to record, process, summarize and report financial data
      and have identified for the Bancshares auditors any material weaknesses in
      internal controls; and
10. any fraud, whether or not
      material, that involves management or other employees who have a
      significant role in Bancshares internal controls; and
11. Bancshares other certifying
  officers and I have indicated in this report whether or not there
  were significant changes in internal controls or other factors that could
  significantly affect internal controls subsequent deficiencies and material
  weaknesses.

/s/ Jeffrey Dean Agee                                                                            
Chief Financial Officer                                 
                                           
Date: March 12, 2004