EXHIBIT 31.1

                    CERTIFICATION OF CHIEF EXECUTIVE OFFICER

I, James C. Conboy, Jr. President and Chief Executive Officer of CNB Corporation
(the "registrant") certify that:

   1.) I have reviewed this annual report on Form 10-K of the registrant;

   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 officers 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) 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.)evaluated the effectiveness of the registrant's disclosure controls and
      procedures 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 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

   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 board of directors
   (or persons fulfilling the equivalent functions):

      a.)all significant deficiencies and material weaknesses in the design or
      operation of internal control over financial reporting which are
      reasonably likely to 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 24, 2005
                                           /s/ James C. Conboy, Jr.
                                           -------------------------------------
                                           James C. Conboy, Jr.
                                           President and Chief Executive Officer