EXHIBIT 32

                            CERTIFICATION PURSUANT TO
                            18 U.S.C. SECTION 1350,TO
                            AS ADOPTED PURSUANT TO TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


     In connection with the Quarterly Report of PHSB Financial  Corporation (the
"Company") on Form 10-Q for the quarter  ended March 31, 2004 (the  "Report") as
filed with the Securities and Exchange  Commission on the date hereof, we, James
P. Wetzel,  Jr., President and Chief Executive Officer,  and Richard E. Canonge,
Chief  Financial  Officer,  certify  pursuant  to 18  U.S.C.ss.1350,  as adopted
pursuant to section 906 of the Sarbanes-Oxley Act of 2002, that:

     (1) The Report fully complies with the  requirements o Section 13(a) of the
     Securities Exchange Act of 1934: and

     (2)  The  information  contained  in the  Report  fairly  presents,  in all
     material respects, the financial condition and results of operations of the
     Company.



May 13, 2004



/s/ James P. Wetzel, Jr.                        /s/ Richard E. Canonge
- --------------------------------------          --------------------------------
James p. Wetzel, Jr.                            Richard E. Canonge
President and Chief Executive Officer           Chief Financial Officer