Exhibit 31.1

     I,  Michael L. Kubacki, certify that:

     1.  I have  reviewed  this  quarterly  report  on Form  10-Q of  Lakeland
         Financial Corporation;

     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-14  and   15d-15(e))  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 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  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   controls  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: May 3, 2004


     /s/Michael L. Kubacki
     Michael L. Kubacki
     President and Chief Executive Officer





                                                                  Exhibit 31.2

     I,  David M. Findlay, certify that:

     1.  I have  reviewed  this  quarterly  report  on Form  10-Q of  Lakeland
         Financial Corporation;

     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-14  and   15d-15(e))  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 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  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   controls  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: May 3, 2004

     /s/David M. Findlay
     David M. Findlay
     Chief Financial Officer