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1.
    
    I have reviewed this annual report on Form 10-K of Bank of Granite Corporation;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)) 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 subsidiaries, is made
known to us by others within those entities, particularly during the period in which this
annual report is being prepared;(b)
    
    designed such internal control over financial reporting, or caused such internal
control over financial reporting to be designed under our supervision, to provide
reasonable assurance regarding the reliability of financial reporting and the preparation
of financial statements for external purposes in accordance with generally accepted
accounting principles;(c)
    
    evaluated the effectiveness of the registrants disclosure controls and procedures
and presented in this annual report our conclusions about the effectiveness of the
disclosure controls and procedures, as of the end of the period covered by this annual
report based on such evaluation; and(d)
    
    disclosed in this annual report any change in the registrants internal control
over financial reporting that occurred during the registrants fourth fiscal quarter of
2005 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 the registrants board of directors:
 (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 control over financial reporting.
 Date: March 2, 2006
    /s/ Kirby A. TyndallKirby A. TyndallChief Financial Officer and
  Principal Accounting Officer